Mitsui Sumitomo Insurance 6-K Mitsui Sumitomo Insurance Company, Limited

FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

Commission File Number: 333-13586

For the Month of June, 2003

Mitsui Sumitomo Insurance Company, Limited

(Translation of registrant’s name into English)

27-2, Shinkawa 2-chome,
Chuo-ku, Tokyo 104-8252, Japan

(Address of principal executive offices)

[ Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.]

Form 20-F [X] Form 40-F [   ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

[ Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.]

Yes [   ] No [X]

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-     

TABLE OF CONTENTS

Information furnished on this form:

Table of Contents

1. [Translation in English]

“Amendments to Summary of Semiannual Consolidated Financial Statements for the Year Ending March 31, 2003”

2. [Translation in English]

“Amendments to Semi-Annual Report (HANKI-HOUKOKUSHO)”

3. [Translation in English]

“Summary of Non-Consolidated Financial Statements for the Year Ended March 31, 2003”

4. [Translation in English]

“Reference Materials for the Year ended March 31, 2003”

5. [Translation in English]

“Summary of Consolidated Financial Statements for the Year Ended March 31, 2003”

6. [Translation in English]

“Notice of Resolutions of the 86th Ordinary General Meeting of Shareholders”

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Mitsui Sumitomo Insurance Company, Limited
Date: July 11, 2003	By:	/s/ Nobutaka Hayasaki
		Nobutaka Hayasaki General Manager, Shareholder Relations & Legal Dept.

Special Note Regarding Forward-looking statements

     This document contains forward-looking statements that are based on the Company’s expectations, assumptions, estimates and projections about its business, its industry and capital markets around the world. These forward-looking statements are subject to various risks and uncertainties. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “anticipate,” “estimate,” “plan” or similar words. These statements discuss future expectations, identify strategies, contain projections of results of operations or of our financial condition, or state other forward-looking information. Known and unknown risks, uncertainties and other factors could cause the actual results to differ materially from those contained in any forward-looking statement. The Company cannot promise that its expectations expressed in these forward-looking statements will turn out to be correct. Its actual results could be materially different from and worse than its expectations. Important risks and factors that could cause its actual results to be materially different from its expectations include, but are not limited to: (1) continuation or intensification of the economic downturn in Japan; (2) the extent of competition that the Company faces from Japan’s other major non-life insurance companies and new entrants in the Japanese non-life insurance market; (3) the extent of further deregulation of the Japanese insurance industry; (4) occurrence of natural disasters in Japan; (5) occurrence of losses the type or magnitude of which could not be foreseen by the Company at the time of writing the insurance policies covering such losses; (6) the price and availability of reinsurance; (7) the performance of the Company’s investments; and (8) the Company’s relationship with the other “Mitsui” and “Sumitomo” companies.

1. [Translation in English]

May 1, 2003

This document is an amended version of the Summary of Semiannual Consolidated Financial Statements for the Year Ending March 31, 2003 made public on December 3, 2002. The portions underlined indicate amended parts.

Amendments to Summary of Semiannual Consolidated Financial Statements
for the Year Ending March 31, 2003

Name of Listed Company:	Mitsui Sumitomo Insurance Company, Limited
Code Number:	8752
Stock Exchanges:	Tokyo Stock Exchange, Osaka Securities Exchange and Nagoya Securities Exchange
Headquarters:	Tokyo
(URL http://www.ms-ins.com)
Representative:	Hiroyuki Uemura, President & Director
Contact:	Hiroyuki Takahashi
	Manager of Financial Accounting Section, Accounting Dept.
Phone number:	03-3297-6648

The Board of Directors approved the consolidated financial statements of Mitsui Sumitomo Insurance Company, Limited (the “Company”) on the following date:
	December 3, 2002
Whether or not the U.S. generally accepted accounting standard is adopted to be applied to the Company’s financial statements:
	Adopted.

1. Consolidated business results for the six months ended September 30, 2002
(from April 1, 2002 to September 30, 2002):

(Notes)	-1-	The Company was renamed as of October 1, 2001, as a result of the merger of Mitsui Marine and Fire Insurance Company, Limited (“Mitsui”) as a subsisting company and The Sumitomo Marine & Fire Insurance Company, Limited (“Sumitomo”). In order to compare with the business results for the six months ended September 30, 2002, the business results for the six months ended September 30, 2001 are represented, in principle, by the accumulated figures of business results of Sumitomo and Mitsui without any adjustment. The business results for the year ended March 31, 2002 are represented by the accumulated figures of Sumitomo for the period from April 1, 2001 through September 30, 2001 and the Company for April 1, 2001 through March 31, 2002 without any adjustment.
		Provided, however, that net income per share, the average number of shares in issue, shareholders’ equity per share and the number of shares issued as at the end of the fiscal year and the first semiannual period are represented without accumulating business results of respective companies.
	-2-	Any amounts less than the stated unit have been disregarded and ratio is rounded to the nearest whole number. Any negative amounts appear with the mark (-). (The same shall be applied hereinafter.)

(1) Consolidated operating results

		Ordinary income			Ordinary profit			Net income
For the year ended		¥ mil		%	¥ mil		%	¥ mil		%
	September 30, 2002		950,274	0.6		44,640	73.0		29,500	235.9
For the year ended September 30, 2001			944,253	- 4.5		25,800	- 15.5		8,783	- 57.8
For the year ended March 31, 2002			1,901,260	- 0.1		62,594	2.0		18,986	- 36.5

	Net income			Diluted net income
	per share			per share
For the year ended
September 30, 2002		¥20.20			¥19.00
For the year ended	Sumitomo		¥4.32	Sumitomo		¥4.22
September 30, 2001	Mitsui		¥7.81	Mitsui		¥7.36
For the year ended
March 31, 2002		14.44			13.66

(Notes)
(1)	Equity in earnings (losses) of affiliates:
		For the six months ended September 30, 2002:		-¥104 million
		For the six months ended September 30, 2001:		¥ —
		For the year ended March 31, 2002:		¥ —
(2)	The average number of shares of common stock in issue on a consolidated basis:
		For the six months ended September 30, 2002:		1,459,740,627 shares
		For the six months ended September 30, 2001:	Sumitomo	662,988,039 shares
			Mitsui	757,210,181 shares
		For the year ended March 31, 2002:		1,115,620,523 shares
(3)	No accounting change was made during the six months ended September 30, 2002.
(4)	The percentages presented in the column “Ordinary income”, “Ordinary profit” and “Net income” represent an increase or decrease ratio in comparison with the relevant figures for the corresponding period of the previous business year.

(2) Consolidated financial conditions

					Shareholders’
			Shareholders’		equity as a			Shareholders’ equity
	Total assets		equity		percentage of			per share
	(¥ mil.)		(¥ mil.)		total assets			(¥)
As of September 30, 2002		6,699,356		1,147,652		17.1	%	786.29
								Sumitomo:		884.21
As of September 30, 2001		7,174,982		1,205,717		16.8	%	Mitsui:		818.12
As of March 31, 2002		7,323,905		1,269,927		17.3	%		869.82

(Note)
The number of shares of common stock in issue on a consolidated basis:
	For the six months ended September 30, 2002:		1,459,566,948 shares
	For the six months ended September 30, 2001:	Sumitomo	662,988,039 shares
		Mitsui	757,210,304 shares
	For the year ended March 31, 2002:		1,459,972,121 shares

(3) Consolidated cash flows

	Cash flows		Cash flows		Cash flows		Balance of
	from		from		from		cash and cash
	operating		investing		financing		equivalents at
	activities		activities		activities		end of period
For the six months ended	¥ mil		¥ mil.		¥ mil.		¥ mil.
September 30, 2002		71,165		-85,102		-11,642		345,608
For the six months ended
September 30, 2001		64,019		-7,601		-10,960		447,518
For the year ended
March 31, 2002		31,007		-20,979		-42,299		372,383

(4)	Scope of consolidation
	Number of consolidated subsidiaries:	26
	Number of unconsolidated subsidiaries accounted for by the equity method:	0
	Number of affiliates accounted for by the equity method:	1
(5)	Changes in the scope of consolidation for the six months ended September 30, 2001
	Number of newly consolidated subsidiaries:	0
	Number of consolidated subsidiaries excluded from consolidation:	0
	Number of unconsolidated subsidiaries and affiliates newly accounted for by the equity method:	1
	Number of unconsolidated subsidiaries and affiliates ceased to be accounted for by the equity method:	0

2. Consolidated operating results forecast for the Year ending March 31, 2003
(from April 1, 2002 to March 31, 2003):

	Ordinary income		Ordinary profit		Net income
	¥ mil.		¥ mil.		¥ mil.
For the year ending March 31, 2002		1,980,000		69,000		33,000

The estimated net income per share for the year ending March 31, 2003:   ¥22.60.

Note:

The foregoing are forward-looking statements based on a number of assumptions and beliefs in light of the information currently available to management and subject to significant risks and uncertainties. Actual financial results may differ materially depending on a number of factors including, adverse economic conditions, currency exchange rate fluctuations, adverse legislative and regulatory developments, delays in new product launches, pricing and insurance product initiatives of competitors, the inability of the Company or its subsidiaries or affiliates to market existing and new insurance products effectively, infringements on intellectual property rights of the Company or its subsidiaries or affiliates and the adverse outcome of material litigation.

(Note) Please refer to page 5 of the Japanese original version with respect to the preconditions and other related matters for the operating results forecast stated above.

Amendment

Corporate Group

The corporate group (the Company and related companies) consists of the Company, its 78 subsidiaries and 15 affiliates. It is an insurance and financial group carrying out the “non-life insurance business and non-life insurance related business” and “life insurance business”.

(Notes)
1.	Marks before company names indicate the following:
	«:consolidated subsidiary¶:unconsolidated subsidiarylaffiliate accounted for by the equity method
2.	MITSUI SUMITOMO INSURANCE Asset Management Co., Ltd. merged with MITSUI LIFE GLOBAL ASSET MANAGEMENT CO., LTD., Sumitomo Life Investment Co., Ltd. Sumisei Global Investment Trust Management Co., Ltd. and Sakura Investment Management Co., Ltd. as of December 1, 2002 and renamed into SUMITOMO MITSUI Asset Management Company, Limited.
3.	MM Reinsurance Company Limited changed its name into MS Frontier Reinsurance Limited as of July 12, 2002.

Amendment

Management Policy

1. Fundamental Management Policy

          As its management concept, Mitsui Sumitomo Insurance Company, Limited (the “Company”) has stated:

          Through our insurance and financial services business, we commit ourselves to the following:

• Bringing security and safety to people and businesses around the world, and making a lasting contribution to the enrichment of society.

• Providing the finest products and services, and realizing customer satisfaction.

• Continuously improving our business, thereby meeting our shareholders’ expectations and earning their trust.

          The Company shall also strive to be, and maintain the corporate image of:

-1-	an insurance and financial group (aiming at the realization of a non-life insurance company in Japan having the No. 1 growth, profitability and size and, operating globally on the basis of an aggressive international strategy) which engages in non-life insurance and life insurance as its core business and at the same time dynamically develops financial services and risk related services business;
-2-	an insurance and financial group which is highly valued and trusted by customers, shareholders, agencies, and society; and
-3-	an insurance and financial group, the staff of which is full of creativity and is energetic, very fresh and innovative.

2. Basic Profit Distribution Policy

          The Company intends to respond to support from its shareholders by paying dividends suitable for its business results and effecting a proper profit returning policy on the basis of maintaining stable dividends, while taking the future managerial environment and business developments into consideration. Given the nature of the non-life insurance business, however, the Company deems it necessary to seek to enhance its internal reserves in preparation for the occurrence of an earthquake or any other extraordinary disaster.

          Such internal reserves will be used for effective investment aimed at strengthening the managerial basis of the Company to prepare for changes in the business environment while at the same time efforts will be made to expand its collateral power.

3. Medium- and Long-term Corporate Management Strategies and Matters to be Addressed by the Company

          In the insurance industry, presently in the midst of further severe operating conditions including contraction of the reinsurance market after the terrorist attacks in the United States following a sharp rise in reinsurance premium rates related thereto, revealed investment risks due to the sluggish stock markets, etc., it appears that competition in the industry will become more intensified and movements towards business tie-ups or reorganizations will be accelerated across borders or beyond business segments.

          Under these circumstances, in accordance with the basic management plan “MS WAVE” for business years 2001 and 2002, the Company intends to promote a risk solution business of the highest quality by producing the maximum benefits from the merger through expanded scale and improved business efficiency and also by positively utilizing managerial resources.

Amendment

     Basic strategies of the basic management plan “MS WAVE” of the Company are as follows:

(1)  Strategy for achieving No. 1 growth and profitability

     -1-     Innovation of the sales structure of insurance agencies, utilization of the computer system for insurance agencies, etc.;

     -2-     Marketing new products matching the needs of the market, aggressive entrance into growing market;

     -3-     Improvement in loss ratio, decrease in operating costs;

     -4-     Reinforcement of asset management capability and financial service business; and

     -5-     Reinforcement of risk related business, such as risk management.

(2)  Strategy for achieving the highest quality (Customer satisfaction, Corporate governance, Compliance)

-1-	Enhancement of customer satisfaction and realization of a superior position over competitors attributable to the highest quality products, services and response capability to customers;
-2-	Improvement of corporate governance in response to the shareholders’ and the market’s expectation;
-3-	Compliance to the fullest extent; and
-4-	Reinforcement of risk management structure.

(3)  Strategy for maximizing M-S power (Staff of Mitsui Sumitomo Insurance Company, Limited, and its agencies)

-1-	Early materialization of the merger effect by consolidating all staff in one union;
-2-	Creation of a new corporate culture, training of personnel full of creativity; and
-3-	Strategic utilization of information technology (IT).

          In addition to the strategies mentioned above, the Company is promoting business alliances aggressively for expansion of growth and profitability. Major business alliances and progresses thereof are as follows:

-1- Strengthening of insurance business through the Mitsui and Sumitomo Group

     The Company is promoting following business alliances pursuant to the “Basic Agreement Concerning Comprehensive Alliance” dated November 22, 2001 which was concluded among the Company, Mitsui Mutual Life Insurance Company, Sumitomo Life Insurance Company and Sumitomo Mitsui Banking Corporation.

• Restructuring of asset management business

Five asset management subsidiaries of the above-mentioned companies were merged on December 1, 2002 and renamed into “SUMITOMO MITSUI Asset Management Co., Ltd.”; and

• Converging of Mitsui life and non-life insurance subsidiaries into the Company

The Company entered into the basic agreement concerning convergence of Mitsui Seimei General Insurance Co., Ltd. on June 27, 2002, insurance contracts which will expire on and after November 1, 2002 will be replaced by similar insurance products of the Company in due order, and insurance contracts in force as of November 1, 2003 will be transferred to the Company comprehensively with the approval of relevant authorities as well as the approval at the general meeting of shareholders of the Company.

Amendment

-2- Alliance with the U.S. Citi Group

     The Company entered into the alliance with Citi Insurance International Holdings Inc. (“Citi Insurance”), an international insurance division of the U.S. Citi Group, and jointly established “MITSUI SUMITOMO CitiInsurance Life Insurance Co. Ltd.”. It has commenced business since October 2002. The new company is specialized in marketing variable individual pension insurance products through channels of financial institutions such as securities companies, banks, etc.

-3- Alliance with the Nissay Group

     In October, 2000 the Company reached an agreement with the Nissay Group to jointly deal with the mutual provision of products and services and with the building-up of computer systems for insurance agencies, and then in April, 2001 the Company and the Group jointly set up Insurance System Solution Inc, a company to develop and operate computer systems for insurance agencies. The Company developed a composite management system for customers and contracts of both life insurance and non-life insurance products in April 2002 for the first time in the insurance industry.

-4- Entrance into asset valuation business

     In April 2002, the Company set up a joint venture called “American Appraisal Japan Co. Ltd.” with American Appraisal Associates Inc. through InterRisk Research Institute & Consulting, Inc., which is an affiliate of the Company, and thereby entered into asset appraisal market in Japan to conduct professional valuation practice.

4. Measures for Improvement of Management Controlling Body (i.e., for Enhancement of Corporate Governance)

          The Company has adopted an executive officer system to separate its decision-making and supervising functions of important managerial matters from its executive functions, thereby establishing a system for the execution of business in which each of the executive officers is responsible as well as making discussions at meetings of the board of directors more vigorous and the decision-making process more efficient.

          The Company has determined that the term of office of directors shall be one year so as to structure a management system capable of responding to changes with mobility and to define directors’ responsibility in management. Furthermore, the Company has also set up a personnel committee and a compensation committee as internal committees of the board of directors which will advise the board of directors on personnel matters and matters of compensation for directors and executive officers, respectively, upon delegation by the board of directors.

5. Viewpoint and Policy, etc. related to Reduction of Investment Units

          The Company recognizes that reduction of investment units (the number of shares consisting a trading unit) is one of the effective measures to expand classes of individual investors and to enhance liquidity of stocks; however, in light of Company’s current share price level, number of shareholders, liquidity of stocks, cost effectiveness, etc., the Company considers that reduction of investment units should not be effected immediately at this point. The Company intends to deal with this matter flexibly, considering changes of the above-mentioned factors, market demand, etc.

Amendment

Operating Results and Financial Position

1.	Operating results of the consolidated six months ended September 30, 2002
(1)	Operating results of the six months ended September 30, 2002

          During the six months ended September 30, 2002, ordinary income increased by ¥6 billion compared with the corresponding period of the previous year and amounted to ¥950.2 billion; and ordinary expenses decreased by ¥12.8 billion and amounted to ¥905.6 billion. As a result, ordinary profit, which is the amount calculated by deducting ordinary expenses from ordinary income increased by ¥18.8 billion and amounted to ¥44.6 billion.

The details by business segment are as follows:

-1- In non-life insurance business, as a result of the Company’s efforts to expand sales of major products such as “MOST”, a new automobile insurance product providing a vast range of compensation with substantial services attached thereto, “Home Pikaichi”, premium fire insurance product for homeowners, etc., and the abolition of ceded reinsurance of compulsory automobile liability insurance by the government, net premiums written amounted to ¥655.3 billion, and ordinary income, which is the amount calculated by adding net premiums written and investment income, etc. amounted to ¥886.9 billion. Reflecting the decrease in net claims paid and the Company’s efforts to reduce operating expenses and general and administrative expenses, ordinary expenses remained at ¥842.3 billion, and as a result, ordinary profit amounted to ¥44.5 billion.

-2- In life insurance business, Mitsui Sumitomo Kirameki Life Insurance Company, Limited, which is a subsidiary of the Company, made efforts to expand its business and the total amount of personal insurance, personal annuity insurance and group insurance in force increased, and thus life insurance premiums written amounted to ¥59.8 billion and ordinary income amounted to ¥64.6 billion. Ordinary expenses amounted to ¥64.5 billion, and as a result, ordinary profit amounted to ¥48 million.

          After adding to or deducting from the ordinary profit indicated above, extraordinary profit, extraordinary losses, income tax and resident’s tax, etc. adjustments to such taxes, and minority interest, net income for the six months ended September 30, 2002 increased by ¥20.7 billion and amounted to ¥29.5 billion.

(2) Prospects for operating results of the consolidated business year

          With regard to operating results for the consolidated business year ending March 2003, the Company estimates ordinary income to be ¥1,980 billion, ordinary profit to be ¥69 billion and net income for the business year ending March 31, 2003 to be ¥33 billion, under the following conditions:

• Net premiums written is estimated based on the development of past business results, reflecting effects of the abolition of ceded reinsurance of compulsory automobile liability insurance by the government from April 2002 (a factor of increase in income).

• With regard to net claims paid, payment by the Company due to natural disaster is estimated to be ¥6 billion, predicting from the past business results as well as those of the six months ended September 30, 2002.

• With regard to prospects for asset management, it is assumed that there will be no substantial fluctuation in the market interest rates, the foreign exchange rates or the stock prices as of September 30, 2002.

Amendment

Note:

The foregoing are forward-looking statements based on a number of assumptions and beliefs in light of the information currently available to management and subject to significant risks and uncertainties. Actual financial results may differ materially depending on a number of factors including, adverse economic conditions, currency exchange rate fluctuations, adverse legislative and regulatory developments, delays in new product launches, pricing and insurance product initiatives of competitors, the inability of the Company or its subsidiaries or affiliates to market existing and new insurance products effectively, infringements intellectual property rights of the Company or its subsidiaries or affiliates and the adverse outcome of material litigation.

2.     Financial position

          The consolidated total assets of the Company at the end of the six months ended September 30, 2002 decreased by ¥624.5 billion compared with the corresponding period of the previous year and amounted to ¥6,699.3 billion as a result of decrease in unrealized holding gain on securities due to decline in the stock market, decrease in per contra acceptance and guarantee due to change of valuation method based on the market value with regard to credit derivatives, etc. The capital stock decreased by ¥122.2 billion compared with the corresponding period of the previous year and amounted to ¥1,147.6 billion due to decrease in unrealized holding gain on securities, etc.

          Cash flows for the six months ended September 30, 2002 are as follows. Cash flow from operating activities increased by ¥7.1 billion compared with the corresponding period of the previous year and amounted to ¥71.1 billion as both non-life insurance and life insurance businesses were steady. Cash flow from investment activities decreased by ¥77.5 billion compared with the corresponding period of the previous year and amounted to - ¥85.1 billion due to active investment mainly through the purchase of securities. Cash flow from financial activities decreased by ¥600 million and amounted to - ¥11.6 billion due to income from issuance of shares to minority shareholders, etc. As a result, cash and cash equivalents at the end of the six months ended September 30, 2002 decreased by ¥26.7 billion compared with the corresponding period of the previous year and amounted to ¥345.6 billion.

Amendment

Semiannual Income and Loss for the Six Months ended September 30, 2002
in comparison with the corresponding Six Months of the Previous Year

(All amounts are in millions of yen.)

Periods		For the six months		For the six months				Percentage of
		ended		ended		Fluctuation		increase or		For the year ended
Accounts		Sep. 30, 2001		Sep. 30, 2002				decrease		March 31, 2002
Ordinary Income and Expenses
Underwriting income			880,689		896,803		16,113		1.8		1,781,265
	Net premiums written		637,349		655,398		18,048		2.8		1,234,874
	Deposit premiums by policyholders		156,914		147,750		-9,163		-5.8		296,730
	Life insurance premiums		51,378		59,803		8,425		16.4		120,055
Underwriting expenses			752,037		756,164		4,126		0.5		1,534,807
	Net losses paid		313,704		308,424		-5,279		-1.7		641,878
	Losses adjustment expenses		30,373		30,994		620		2.0		59,340
	Commission and brokerage expenses		113,196		116,988		3,791		3.3		223,534
	Deposits to policyholders		241,973		228,626	-	13,347		-5.5		523,145
	Losses incurred with life insurance		4,645		9,043		4,397		94.7		12,749
Investment income			61,634		51,682		-9,952		-16.1		116,184
	Interest and dividend income		72,237		65,859		-6,378		-8.8		138,378
	Gain on sale of securities		21,167		16,310		-4,857		-22.9		41,848
Investment expenses			30,529		23,496		-7,032		-23.0		40,311
	Loss on sale of securities		1,820		1,725		-94		-5.2		5,071
	Loss on devaluation of securities		21,862		10,044	-	11,818		-54.1		28,220
Operating, general and administrative expenses			132,786		123,643		-9,143		-6.9		259,183
Other ordinary income and expenses			-1,170		-541		629		—		-553
Ordinary profit			25,800		44,640		18,840		73.0		62,594
Extraordinary Income and Losses
	Extraordinary income		7,783		3,123		-4,659		-59.9		6,379
	Extraordinary losses		22,172		3,541	-	18,630		-84.0		43,103
	Extraordinary income and losses		-14,388		417		13,970		—		-36,723
Income before income taxes			11,412		44,222		32,810		287.5		25,870
Income taxes and inhabitants’ taxes			21,335		21,828		493		2.3		17,984
Adjustment of income taxes			-18,782		-7,252		11,530		—		-11,470
Minority interests			76		145		69		91.3		369
Net income			8,783		29,500		20,717		235.9		18,986

Amendment

     Direct premiums written (including deposit premiums by policyholders)

(All amounts are in millions of yen.)

Periods			For the six months ended						For the six months ended						For the year ended
			September 30, 2001						September 30, 2002						March 31, 2002
Accounts			Amount		Increase		Ratio		Amount		Increase		Ratio		Amount		Increase		Ratio
					%		%				%		%				%		%
	Fire Insurance			132,637		-8.2		15.6		135,933		2.5		15.7		264,485		-4.7		16.1
	Hull Insurance			32,927		6.5		3.9		35,211		6.9		4.1		67,106		6.9		4.1
	Personal Accident Insurance			181,232		-21.7		21.3		174,275		-3.8		20.2		340,778		-15.9		20.8
	Automobile Insurance			307,960		2.7		36.2		301,028		-2.3		34.9		605,523		1.5		37.0
	Compulsory Automobile Liability Insurance			84,113		1.1		9.9		100,954		20.0		11.7		149,910		0.1		9.1
	Other			111,896		7.0		13.1		115,953		3.6		13.4		210,723		4.9		12.9
		Total		850,768		-4.9		100.0		863,357		1.5		100.0		1,638,527		-3.2		100.0
Deposit premiums by policyholders (inclusive)				156,914		-27.7		18.4		147,750		-5.8		17.1		296,730		-20.5		18.1

     Net premiums written

(All amounts are in millions of yen.)

Periods			For the six months ended						For the six months ended						For the year ended
			September 30, 2000						September 30, 2001						March 31, 2001
Accounts			Amount		Increase		Ratio		Amount		Increase		Ratio		Amount		Increase		Ratio
					%		%				%		%				%		%
	Fire Insurance			88,959		7.2		14.0		84,126		-5.4		12.8		166,751		-0.5		13.5
	Hull Insurance			26,908		9.6		4.2		27,157		0.9		4.2		53,766		7.1		4.4
	Personal Accident Insurance			66,588		-6.6		10.5		65,701		-1.3		10.0		124,717		-5.0		10.1
	Automobile Insurance			307,361		2.9		48.2		300,225		-2.3		45.8		605,028		1.8		49.0
	Compulsory Automobile Liability Insurance			47,461		2.4		7.4		70,625		48.8		10.8		90,513		3.2		7.3
	Other			100,071		16.1		15.7		107,561		7.5		16.4		194,097		16.6		15.7
		Total		637,350		4.5		100.0		655,398		2.8		100.0		1,234,875		3.1		100.0

     Net losses paid

(All amounts are in millions of yen.)

Periods			For the six months ended						For the six months ended						For the year ended
			September 30, 2000						September 30, 2001						March 31, 2001
Accounts			Amount		Increase		Ratio		Amount		Increase		Ratio		Amount		Increase		Ratio
					%		%				%		%				%		%
	Fire Insurance			25,612		-8.4		8.2		24,754		-3.3		8.0		52,156		-11.2		8.1
	Hull Insurance			15,920		29.2		5.1		12,594		-20.9		4.1		29,548		12.1		4.6
	Personal Accident Insurance			25,829		-2.2		8.2		24,834		-3.9		8.1		51,511		-5.8		8.0
	Automobile Insurance			166,254		5.0		53.0		163,615		-1.6		53.0		342,063		0.7		53.3
	Compulsory Automobile Liability Insurance			28,032		-1.1		8.9		30,004		7.0		9.7		56,479		-0.3		8.8
	Other			52,055		15.5		16.6		52,621		1.1		17.1		110,119		13.0		17.2
		Total		313,704		5.1		100.0		308,424		-1.7		100.0		641,878		1.3		100.0

     (Note)      Any figures are amounts before the off-set of intersegment transactions.

Semiannual Consolidated Balance Sheet

(All amounts are in millions of yen.)

Consolidated periods					As of				As of						As of
					September 30, 2001				September 30, 2002						March 31, 2002
Accounts					Amount		Ratio		Amount		Ratio		Fluctuation		Amount		Ratio
(Assets)							%				%						%
Cash on hand and in banks						480,035		6.69		360,764		5.39		-119,271		415,024		5.67
Call loans						168		0.00		10,000		0.15		9,831		328		0.00
Monetary claims bought						28,737		0.40		44,058		0.66		15,321		17,774		0.24
Money trust						40,743		0.57		38,458		0.57		-2,284		38,639		0.53
Securities						4,667,659		65.05		4,772,703		71.24		105,043		4,887,186		66.73
Loans						807,289		11.25		732,717		10.94		-74,571		764,426		10.44
Real property and equipment						332,744		4.64		298,700		4.46		-34,043		309,985		4.23
Other assets						383,060		5.34		427,713		6.38		44,652		367,845		5.02
Deferred tax assets						1,089		0.01		1,450		0.02		360		1,334		0.02
Customers’ guarantees liability						458,178		6.39		36,803		0.55		-421,374		547,388		7.47
Reserve for bad debts						-24,602		-0.34		-24,000		-0.36		602		-26,018		-0.35
Reserve for investment losses						-120		-0.00		-13		-0.00		107		-8		-0.00
Total Assets						7,174,982		100.00		6,699,356		100.00		-475,625		7,323,905		100.00
			(Liabilities)
	Underwriting funds					4,962,444		69.16		5,010,373		74.79		47,928		4,931,667		67.34
	Reserve for outstanding claims					434,646				481,037				46,390		465,029
	Underwriting reserves					4,527,798				4,529,335				1,537		4,466,638
Convertible bonds						104,957		1.46		85,098		1.27		-19,859		85,098		1.16
Other liabilities						186,197		2.59		184,639		2.76		-1,557		165,176		2.26
Accrued retirement benefits						156,837		2.19		160,014		2.39		3,176		163,544		2.23
Accrued bonuses for employees						8,457		0.12		8,573		0.13		115		11,278		0.16
Reserve for loss on sale of loans						2,701		0.04		1,659		0.02		-1,041		1,619		0.02
Reserve for loss on investments in real estate						1,220		0.02		1,220		0.02		—		1,220		0.02
Reserve under the special law						18,302		0.25		20,606		0.31		2,303		20,662		0.28
		Price fluctuation reserve				18,302				20,606				2,303		20,662
Deferred tax liabilities						65,858		0.92		38,428		0.57		-27,429		121,608		1.66
Guarantees outstanding						458,178		6.39		36,803		0.55		-421,374		547,388		7.47
Total Liabilities						5,965,155		83.14		5,547,418		82.81		-417,737		6,049,264		82.60
Minority Shareholders’ Interest						4,109		0.06		4,285		0.06		175		4,713		0.06
		(Shareholders’ Equity)
Capital stock						128,473		1.79		128,476		1.92		2		128,476		1.75
Capital surplus						81,989		1.14		81,991		1.23		2		81,991		1.12
Retained earnings						424,999		5.92		401,876		6.00		-23,122		383,410		5.24
Unrealized holding gain on securities						579,184		8.07		553,604		8.26		-25,580		688,873		9.41
Translation adjustments						-8,915		-0.12		-6,438		-0.10		2,477		-1,220		-0.02
				Total		1,205,731		16.80		1,159,510		17.31		-46,220		1,281,531		17.50
Treasury stock						-13		-0.00		-11,857		-0.18		-11,843		-11,603		-0.16
Total shareholders’ equity						1,205,717		16.80		1,147,652		17.13		-58,064		1,269,927		17.34
		Total Liabilities and Shareholders’ equity				7,174,982		100.00		6,699,356		100.00		-475,625		7,323,905		100.00

Semiannual Consolidated Statement of Income

(All amounts are in millions of yen.)

Consolidated periods					For the six months ended				For the six months ended						For the year ended
					September 30, 2001				September 30, 2002						March 31, 2002
					(April 1, 2001 -				(April 1, 2002 -						(April 1, 2001 -
					September 30, 2001)				September 30, 2002)						March 31  2002)
Accounts					Amount		Ratio		Amount		Ratio		Fluctuation		Amount		Ratio
							%				%						%
Ordinary Income and Expenses
Ordinary Income						944,253		100.00		950,274		100.00		6,020		1,901,260		100.00
	Underwriting income					880,689		93.27		896,803		94.37		16,113		1,781,265		93.69
			Net premiums written			637,349				655,398				18,048		1,234,874
			Deposit premiums by policyholders			156,914				147,750				-9,163		296,730
			Investment in income on deposit premiums, etc.			34,824				33,062				-1,761		71,226
			Life insurance premiums			51,378				59,803				8,425		120,055
			Decrease in underwriting reserves			—				—				—		57,627
	Investment income					61,634		6.53		51,682		5.44		-9,952		116,184		6.11
			Interest and dividends income			72,237				65,859				-6,378		138,378
			Gain on sale of securities			21,167				16,310				-4,857		41,848
			Transfer of investment income on deposit premiums, etc.			-34,824				-33,062				1,761		-71,226
	Other Ordinary Income					1,928		0.20		1,787		0.19		-140		3,810		0.20
Ordinary Expense						918,452		97.27		905,633		95.30		-12,819		1,838,666		96.71
	Underwriting expenses					752,037		79.65		756,164		79.57		4,126		1,534,807		80.73
			Net losses paid			313,704				308,424				-5,279		641,878
			Losses adjustment expenses			30,373				30,994				620		59,340
			Commission and brokerage expenses			113,196				116,988				3,791		223,534
			Deposits to policyholders			241,973				228,626				-13,347		523,145
			Losses incurred with life insurance			4,645				9,043				4,397		12,749
			Increase in reserve for outstanding claims			5,347				590				-4,756		31,668
			Increase in underwriting reserves			41,315				60,358				19,042		41,253
	Investment expenses					30,529		3.23		23,496		2.47		-7,032		40,311		2.12
			Loss on sale of securities			1,820				1,725				-94		5,071
			Loss on devaluation of securities			21,862				10,044				-11,818		28,220
		Operating, general and administrative expenses				132,786		14.06		123,643		13.01		-9,143		259,183		13.63
		Other ordinary expenses				3,099		0.33		2,329		0.25		-770		4,364		0.23
Ordinary profit						25,800		2.73		44,640		4.70		18,840		62,594		3.29
Extraordinary Income and Losses
	Extraordinary income					7,783		0.83		3,123		0.33		-4,659		6,379		0.34
			Decrease in reserve under the special law			1,827				56				-1,770		1,827
				Price fluctuation reserve		1,827				56				-1,770		1,827
			Other extraordinary income			5,956				3,067				-2,888		4,552
	Extraordinary losses					22,172		2.35		3,541		0.37		-18,630		43,103		2.27
			Increase in reserve under the special law			416				—				-416		2,776
				Price fluctuation reserve		416				—				-416		2,776
			Other extraordinary loss			21,755				3,541				-18,213		40,326
Income before income taxes						11,412		1.21		44,222		4.66		32,810		25,870		1.36
Income taxes and inhabitants’ taxes						21,335		2.26		21,828		2.30		493		17,984		0.94
Adjustment of income taxes						-18,782		-1.99		-7,252		-0.76		11,530		-11,470		-0.60
Minority interests						76		0.01		145		0.02		69		369		0.02
Net income						8,783		0.93		29,500		3.10		20,717		18,986		1.00

Semiannual Consolidated Statements of Retained Earnings

(All amounts are in millions of yen.)

Consolidated periods				For the six months		For the six months
				ended September 30,		ended September 30,				For the year ended
				2001		2002				March 31, 2002
				(April 1, 2001 -		(April 1, 2002 -				(April 1, 2001 -
				September 30, 2001)		September 30, 2002)				March 31 2002)
Accounts				Amount		Amount		Fluctuation		Amount
(Capital surplus)
	Balance of capital surplus at beginning of the period (year)				81,989		81,991		2		81,989
		Balance of additional paid-in capital at beginning of the period			81,989		81,991		2		81,989
	Increase in capital surplus				—		—		—		2
		Conversion of convertible bonds			—		—		—		2
	Balance of capital surplus at the end of the period (year)				81,989		81,991		2		81,991
	(Retained earnings)
	Balance of retained earnings at beginning of the period (year)				426,579		383,410		-43,169		426,579
		Balance of consolidated retained earnings at beginning of the period			426,579		383,410		-43,169		426,579
	Increase in retained earnings				8,789		29,500		20,710		19,055
		Net income			8,783		29,500		20,717		18,986
		Increase in retained earnings at beginning of the period due to increase in number of consolidated subsidiaries			6		—		-6		69
	Decrease in retained earnings				10,369		11,033		663		62,225
			Cash dividends		10,272		10,949		676		10,272
			Bonuses to officers		97		84		-13		97
			Adjustment due to merger		—		—		—		51,855
	Balance of retained earnings at end of the period (year)				424,999		401,876		-23,122		383,410

Semiannual Consolidated Statements of Cash Flows

(All amounts are in millions of yen.)

Periods					For the six months		For the six months				For the year ended
					ended Sep. 30, 2001		ended Sep. 30, 2002				Mar. 31, 2002
					(April 1, 2001 -		(April 1, 2002 -				(April 1, 2001 -
					September 30, 2001)		September 30, 2002)				March 31 2002)
Accounts					Amount		Amount		Fluctuation		Amount
I. Cash flows from operating activities
		Income before income taxes				11,412		44,222		32,810		25,870
		Depreciation and amortization				11,173		11,213		39		24,378
		Increase in reserve for outstanding claims				6,700		590		-6,109		33,182
		Increase in underwriting reserves				40,704		59,745		19,040		-18,573
		Increase in reserve for bad debts				-9,987		-1,932		8,054		-8,595
		Increase in reserve for investment losses				-5		4		10		-142
		Increase in accrued retirement benefits				5,649		-3,505		-9,155		407
		Increase in accrued bonuses for employees				-244		-2,768		-2,524		2,608
		Increase in reserve for loss on sales of loans				51		40		-10		-1,031
		Increase in reserve for loss on investment in real estate				-1,089		—		1,089		-1,089
		Increase in price fluctuation reserve				-1,410		-56		1,354		949
		Interest and dividend income				-72,237		-65,859		6,378		-138,378
		Gain or loss in connection with securities (losses)				2,366		-5,137		-7,503		-10,363
		Interest expense				616		450		-165		1,263
		Exchange gains or losses (losses)				162		-75		-237		-909
		Gain or loss in connection with real estate (losses)				2,033		-1,481		-3,514		3,144
		Gain or loss in investment by equity method				—		104		104		—
		Increase in other assets (excluding investment activities, financing activities, etc.)				-14,687		-37,338		-22,651		-6,906
		Increase in other liabilities (excluding investment activities, financing activities, etc.)				-9,760		2,261		12,021		-22,953
		Other				11,016		5,559		-5,456		12,991
				Subtotal		-17,536		6,038		23,574		-104,147
		Interest and dividends received				76,153		70,200		-5,952		143,970
		Interest paid				-77		-41		35		-1,261
		Income taxes paid				5,480		-5,031		-10,511		-7,553
	Cash flows from operating activities					64,019		71,165		7,146		31,007
II. Cash flows from investing activities
		Net increase in bank deposits				4,605		-9,491		-14,097		7,918
		Purchases of monetary claims bought				-4,982		-2,099		2,882		-5,867
		Proceeds from sale and maturity of monetary claims bought				3,178		2,233		-945		6,287
		Payment for increase in money trust				-3,079		-2,000		1,079		-4,080
		Proceeds from decrease in money trust				8,571		1,171		-7,399		12,235
		Purchases of marketable securities				-348,230		-388,105		-39,874		-737,705
		Proceeds from sale and maturity of securities				275,231		282,206		6,975		608,882
		Loans receivable made				-99,523		-110,032		-10,509		-219,903
		Collection of loans				164,629		139,812		-24,817		325,731
		Other				6		694		687		2,551
			II -1- Subtotal			408		-85,610		-86,018		-3,950
				(I + II -1-)		64,427		-14,444		-78,872		27,057
		Purchase of real property and equipment				-9,501		-2,888		6,613		-19,693
		Proceeds from sales of real property and equipment				1,433		4,161		2,728		2,516
		Other				58		-765		-823		148
	Cash flows from investing activities					-7,601		-85,102		-77,500		-20,979
III. Cash flows from financing activities
		Redemption of convertible bonds				—		—		—		-19,854
		Acquisition of treasury stock				-7		-254		-246		-11,598
		Cash dividends paid				-10,272		-10,949		-676		-10,272
		Cash dividends paid to minority shareholders				-122		-175		-53		-122
		Other				-557		-263		294		-452
	Cash flows from financing activities					-10,960		-11,642		682		-42,299
IV. Effects of exchange rate changes on cash and cash equivalents						-545		-1,195		-650		1,454
V. Increase in cash and cash equivalents						44,911		-26,775		-71,686		-30,816
VI. Cash and cash equivalents at beginning of the period						401,475		372,383		-29,091		401,475
VII. Increase in cash and cash equivalents in accordance with the new consolidation						1,131		—		-1,131		1,725
VIII. Cash and cash equivalents at end of the period						447,518		345,608		-101,909		372,383

Amendment

Significant Accounting Policies for Semiannual Consolidated Financial Statements

1.	Scope of Consolidation
(1)	Number of consolidated subsidiaries               26

Mitsui Sumitomo Kirameki Life Insurance Company, Limited
MITSUI SUMITOMO INSURANCE Asset Management Company, Limited
Mitsui Sumitomo Insurance Group Holdings (USA), Inc.
Mitsui Sumitomo Insurance Company (Europe), Limited
Mitsui Sumitomo Insurance (Singapore) Pte Ltd.

	Due to the fact that MITSUI SUMITOMO CitiInsurance Life Insurance Co., Ltd. newly became a subsidiary of the Company and thus it has been consolidated to the Company for the consolidated semiannual period under review.
(2)	Descriptions of unconsolidated subsidiaries
	Name of major unconsolidated subsidiaries:

MITSUI SUMITOMO INSURANCE Claims Adjusting Company, Limited
MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited

Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income and net income.

(3)	The Company owns 51% of voting rights of Mitsui Sumitomo CitiInsurance Life Insurance Co., Ltd. However, as the said company is under the joint control with other joint corporation, it is not included in the category of subsidiaries.
2.	Equity Method
(1)	Number of affiliates accounted for by the equity method            1 Name of company:            Mitsui Sumitomo CitiInsurance Life Insurance Co., Ltd As Mitsui Sumitomo CitiInsurance Life Insurance Co., Ltd, has been newly included as an affiliate, it is included in the category of affiliates accounted for by the equity method from the six months ended September 30, 2002.
(2)	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for semiannual periods (MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited, BPI/MS Insurance Corporation etc.) are negligible and they are in their entirety not significant, they have not been accounted for by the equity method.
3.	Semiannual Accounting Periods for Consolidated Subsidiaries

Mitsui Sumitomo Insurance Group Holdings (USA), Inc. and other 22 consolidated subsidiaries close their books of account at June 30 for semiannual financial reporting purposes. In preparing for the semiannual consolidated financial statements, the semiannual

financial statements as of June 30 are used, since the difference of the balance sheet date does not exceed three months.

The necessary adjustments are made for the significant transactions conducted during the period from July 1 to September 30 of the relevant year on a consolidated basis.

4.	Significant Accounting Policies
(1)	Standard and method of valuation for securities
	Standard and method of valuation for securities held by the parent company and domestic consolidated subsidiaries are as follows:

-1-	Trading securities are valued at market value and cost of sales is calculated using the moving average method.
-2-	The held-to-maturity securities are valued at amortized cost.
-3-	Stocks ofunconsolidated subsidiaries and affiliate companiesnot accounted for by the equity method are valued at the cost using the moving average method.
-4-	Marketable securities classified as other securities are valued at market value as of the semiannual balance sheet date. Net unrealized holding gains or losses are reported as a separate component of shareholders’ equity, and cost of sales is calculated using the moving average method.
-5-	Non-marketable securities classified as other securities are valued at cost using the moving average method or amortized cost method.
-6-	Securities managed as trust assets and included in the money trust that is independently managed mainly for the purpose of securities investment, is valued at the market value.

	Securities held by overseas consolidated subsidiaries are valued at market value.
(2)	Standard and method of valuation for derivative transactions:
	Derivative transactions are valued at the market value. Provided, however, that derivative transactions that fulfill requirements for transfer treatments permitted for foreign forward exchanges, etc. are accounted for using treatments and that fulfill requirements for exceptional treatments permitted for interest rate swaps are accounted for using exceptional treatments.
(3)	Method of valuation of real property and equipment:
	Real property and equipment held by the parent company and domestic consolidated companies are mainly depreciated at the declining balance method. Provided, however, that buildings (excluding attached equipment thereto) which were acquired on and after April 1, 1998 are depreciated by the straight-line method.

	Real property and equipment held by overseas consolidated companies is principally depreciated at the declining balance method.
(4)	Basis for significant reserves:

-1- Reserve for bad debts

     The reserve for bad debts is provided for possible losses on bad debts at an amount determined pursuant to the standards for self-appraisal of assets and the standards for depreciation and provisions of reserves as follows:

     With respect to receivables from obligors who were known to have suffered from collapse of management for whatever reason, legally or as a matter of form such as bankruptcy, special liquidation or suspension of any transaction at the note exchanges or who fell substantially into collapse of management, reserve is provided for by an amount equivalent to the balance obtained by deducting an expected amount to be realized by the enforcement of mortgage and an amount possibly collected by the enforcement of a guarantee from the amount of receivables.

     With respect to receivables from obligors who were deemed highly possible to fall into collapse of management, reserve is provided for by an amount deemed necessary upon overall judgment of their liquidity out of the amount equivalent to the balance obtained by deducting an expected amount to be realized by the enforcement of mortgage and the amount possibly collected by the enforcement of a guarantee from the amount of receivables.

     With respect to receivables other than those stated above, reserve is provided for by the amount obtained by multiplying the amount of receivables by a bad debt rate calculated based on the amount of written-off receivables in the past specified period.

     The division controlling the respective assets has carried out the appraisal of all assets based on the standards for self-appraisal of assets, the business inspection division independent of the relevant division has inspected the results of the above appraisal and the reserves stated above have been provided for by the respective amounts based on the results of the above appraisal.

     Other consolidated subsidiaries provide for an estimated amount for losses on bad debts in consideration of the collectibility of individual receivables.

-2- Reserve for losses on investments

     The parent company has provided for possible future losses on securities, the amount deemed necessary based on the parent company’s self-appraisal of assets is provided to reserve for investment loss.

-3- Accrued retirement benefits

     Accrued retirement benefits for employees provide for an amount recognized to be paid as of the end of the semiannual period based on the estimated amount of retirement benefits and the market value of the pension plan assets at the end of the subject semiannual period.

     Unrecognized prior service cost of the parent company is amortized using the straight-line method over the average remaining years of service of employees.

     Unrecognized actuarial gains and losses of the parent company are amortized from the next fiscal year using the straight-line method over periods within the estimated average remaining service years of employees.

     Other consolidated subsidiaries adopt the simplified tax effect accounting

method for the purpose of calculating the retirement benefit liabilities.

-4- Accrued bonuses for employees

     The parent company and consolidated subsidiaries provide for an estimated amount payable at the end of semiannual consolidated period for accrued bonuses for employees.

-5- The reserve for loss on sale of loans

     The parent company provides for an estimated amount of loss on sale of loans at the end of the semiannual consolidated period in preparation for possible loss that might be incurred in the future due to a drop in the collateral value of loans sold to Cooperative Credit Purchasing Company, Ltd.

-6- Reserve for loss on investments in real estate

     The parent company provides for an estimated amount of loss at the end of the semiannual period, which is prepared to be paid for possible losses incurred in connection with investment transactions of real property.

-7- Price fluctuation reserve

     The parent company and life insurance consolidated subsidiaries provide for the price fluctuation reserve for losses arising out of fluctuations in prices of shares, etc. under the provisions of Article 115 of the Insurance Business Law.

(5)	Translation standards for significant assets and liabilities denominated in foreign currencies:
	Assets and liabilities denominated in foreign currencies are translated into Japanese yen at the rate of the spot rate exchange as of the semiannual balance sheet date. Unrealized translation gain or loss is stated as income or loss. Assets and liabilities of overseas consolidated subsidiaries are translated into Japanese yen at the rate of the spot rate exchange as of the semiannual balance sheet date, and income and expenses are translated into Japanese yen at the rate of the average exchange during the period. Unrealized translation gain or loss is stated as translation adjustments of the shareholders’ equity and minority interests in the accompanying consolidated financial statements.
(6)	Accounting for consumption tax, etc.:
	Consumption tax, etc. is accounted under the tax exclusive method by the parent company and domestic consolidated subsidiaries except that consumption tax relating to loss adjustment expense, operating, general and administrative expenses of the parent company is accounted under the tax inclusive method. Nondeductible consumption tax in respect of assets is included in other assets payments and amortized in equal installments over a period of five years.
(7)	Accounting for significant leases:
	Finance leases of the parent company and domestic consolidated subsidiaries, except for those in which ownership is deemed to be transferred to the lessee, are accounted for as operating leases, that is, the rental of real property.
(8)	Significant hedge accounting:

	The parent company applies deferred hedges to the profit and loss resulting from stock option transactions, which are to be entered into in order to hedge exchange fluctuations in connection with holding of shares. In addition, exceptional treatments of deferred hedges or interest rate swaps are applied to the interest rate swap transactions which are to be entered into in order to hedge risks arising from cash flow fluctuations of loans and bonds due to fluctuations in interest rates.
	The effectiveness of hedging is judged every six-month period based on comparisons between hypothetical total of market fluctuations or cash flow fluctuations concerned with the hedging and total market fluctuations and cash flow fluctuations of hedging vehicles from the start of hedging until the effectiveness evaluation. Provided, however, that hedging transactions in which it is apparent that a high correlation is recognized between a hedging and the hedging vehicle and hedging transactions that fulfill requirements for exceptional treatments permitted for interest rate swaps, are excluded from hedging effectiveness evaluation.
(9)	Matters relating to tax-effect accounting:
	Amounts of tax payment and adjustment of income taxes for the semiannual period is calculated at the amount to be paid during the six months ended September 30, 2001, on the basis of reserve and reversal of reserve for loss on overseas investments and reserve for special amortization through the method of appropriation of profits scheduled during the semiannual consolidated period.
(10)	Accounting for deferred assets under Article 113 of the Insurance Business Law:
	The amount of amortization of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.

5.	Cash and Cash Equivalents in the Semiannual Consolidated Statements of Cash Flows
	Cash and cash equivalents consist of cash on hand, cash in banks which can be withdrawn on demand, and short-term investments, such as time deposits, etc., with a maturity of three months or less after the acquisition.

Additional Information

1.

Credit derivative transactions were stated according to guaranty of liabilities until the year ended March 31, 2002. However, it has been possible to calculate the reasonable value for the credit derivative transactions from the six months ended September 30, 2002, and such value is stated in the accompanying semiannual balance sheet. As a result, ordinary profit and net income for the six months ended September 30, 2002 decreased by ¥7,470 million, compared with those using the previous calculation method. Further, customers’ guarantees liability and guarantees outstanding decreased by ¥509,782 million, respectively.

2.

“Accounting for treasury stock and reversal of legal reserve” (Corporate Accounting

Standards No. 1) has been applied for the six months ended September 30, 2002. This adoption had no impact on income and loss of the six months ended September 30, 2002.

Due to amendments to the Rules for Semiannual Financial Statements, the category of shareholders’ equity of the semiannual financial statements for the six months ended September 30, 2002 has been prepared in accordance with the Rules for the Semiannual Financial Statements, as amended.

Notes

(Semiannual Consolidated Balance Sheets)

1.		The accumulated amount of depreciation of real property and equipment is ¥278,518 million and the advanced depreciation of real property and equipment is ¥23,043 million.
2.	(1)	Among loans receivables, receivables from obligors who are under collapse of management are ¥59 million and receivables in delay are ¥14,644 million. Receivables from obligors who are under collapse of management mean loans receivables which fall under any of the events as listed in Article 96, Section 1, Item 3 (i) through (v) or as stipulated in Article 96, Section 1, Item 4 of the Enforcement Regulations of the Corporate Income Tax Law (Government Ordinance No. 97 of 1965) among loans receivables with respect to which accrued interest is not stated because it is impossible to expect collection or payment of principal or interest due to the fact that the payment of principal or interest has not been rendered during a substantial period or for any other reasons.
		Receivables in delay mean loans receivables other than those from obligors who are under collapse of management and those with respect to which interest payment has been exempted at its discretion for the purpose of reconstructing or assisting in obligors.
	(2)	Among loans receivables, receivables in arrears for three months or more amounts to ¥860 million.
		Receivables in arrears for three months or more mean loans receivables concerning which payment of principal or interest is in arrears for three months or more from the day next following the stated payment date and which do not fall under receivables from obligors who are under collapse of management or receivables in arrears.
	(3)	Among loans receivables, receivables to which eased loan conditions were granted amount to ¥19,234 million.
		Receivables to which eased loan conditions were granted mean loans receivables concerning which such arrangements as will be favorable to obligors including reduction or exemption of interest, postponement of interest payment or grant of grace period for the principal, abandonment of debts or others have been made, and which do not fall under receivables from obligors who are under collapse of management, receivables in delay or receivables in arrears for three months or more.
	(4)	Total of receivables from obligors who are under collapse of management, receivables in delay, receivables in arrears for three months or more, and

	receivables to which eased conditions were granted amounts to ¥34,799 million.
3.	Assets pledged as collateral comprise ¥10,541 million. This includes the security for deposits of ¥125 million as well as the substitution for the margins of futures transactions.
4.	Securities include the loan in the aggregate amount of ¥90,662 million by the agreement of loan for consumption.
5.	Other assets include deferred assets of ¥1,389 million of Article 113 of the Insurance Business Law.
6.	The outstanding loan commitments amounts to ¥530 million.

(Semiannual Consolidated Statement of Income)

1. The details of business expenses are as follows:

Agent commission, etc:	¥118,813	million
Salaries:	¥56,825	million

	Business expenses are the aggregated amount of loss adjustment expenses, operating, general and administrative expenses, and commission and brokerage expenses in the accompanying semiannual consolidated statement of income.
2.	“Other” of Extraordinary income is comprised of gain on disposal of real property and equipment of ¥2,982 and reversal of reserve for bad debts of ¥84 million.
3.	“Other” of Extraordinary losses is comprised of costs incurred with the merger of the parent company and domestic consolidated subsidiaries in an amount of ¥1,737 million, loss on devaluation of buildings of ¥1,013 million due to a material drop in the market price of buildings and loss on disposal of real property and equipment of ¥790 million.

(Semiannual Consolidated Statement of Retained Earnings)

     Bonuses to officers are bonuses payable for Directors.

(Semiannual Consolidated Cash Flows)

1. Cash and cash equivalents as of September 30, 2002 were reconciled to the amounts reported in the consolidated balance sheet as follows:

Cash and bank deposits:	¥360,764	million
Call loans:	¥10,000	million
Monetary claims bought:	¥44,058	million
Time deposits with maturities of more than three months:	-¥66,487	million
Monetary claims bought other than cash equivalents:	-¥3,272	million
Securities included in cash equivalents:	¥545	million
Cash and cash equivalents:	¥345,608	million

2. Cash flows from investing activities include cash flows arising from asset management business for insurance business.

Amendment

Segment Information

1. Business segment information

Six months ended September 30, 2002 (from April 1, 2002 to September 30, 2002)

(Millions of yen)

		Non-life insurance		Life insurance
		business		business		Total		Eliminations		Consolidated
Ordinary income and ordinary income and expenses
(1) Ordinary income to third parties			886,052		64,600		950,652		378		950,274
(2) Intergroup ordinary income			895		—		895		895		—
	Total		886,947		64,600		951,547		1,273		950,274
Ordinary expenses			842,354		64,552		906,907		1,273		905,633
Ordinary profit			44,592		48		44,640		—		44,640

(Notes)	(1	)	Business segments are determined based on the actual condition of businesses in the parent company and consolidated subsidiaries.
	(2	)	The major businesses in each business segment are as follows:
			Non-life insurance business:	Underwriting business and asset management business for non-life insurance
			Life insurance business:	Underwriting business and asset management business for life insurance
	(3	)	The amount stated in the column “Eliminations” of ordinary income to third parties for the six months ended September 30, 2002 represents the amount transferred, as a result that the reserve for underwriting reserves which has been classified as ordinary expenses for the life insurance business segment is included in and stated as the reversal of underwriting reserves on the semiannual consolidated balance sheet, and the reversal of the reserve for outstanding claims which has been classified as ordinary income for the life insurance business segment is included in and stated as the reserve for outstanding claims on the semiannual consolidated statement of income.

2. Geographical segment information

Six months ended September 30, 2002 (from April 1, 2002 to September 30, 2002)

	Since the ratio of “Japan” accounts for 90% or more of the accumulation of ordinary income and the accumulation of assets of all segments, respectively, any geographical segment information is omitted to be stated.
3.	Overseas sales

Six months ended September 30, 2002 (from April 1, 2002 to September 30, 2002)

Since the overseas sales (ordinary income) accounts for less than 10% of the consolidated net sales (ordinary income), overseas sales is omitted to be stated herein.

Amendment

Lease Transactions

For the six months ended
September 30, 2001
(April 1, 2001 — September 30, 2001)

For the six months ended
September 30, 2002
(April 1, 2002 — September 30, 2002)

For the year ended March 31, 2002
(April 1, 2001 — March 31, 2002)

1. Finance lease transactions except for those agreements which stipulate the transfer of ownership of the leased assets to the lessee

1. Finance lease transactions except for those agreements which stipulate the transfer of ownership of the leased assets to the lessee

1. Finance lease transactions except for those agreements which stipulate the transfer of ownership of the leased assets to the lessee

(1) The pro forma amounts of the acquisition costs, accumulated depreciation and net book value of the leased assets as of September 30, 2001 were as follows:

(1) The pro forma amounts of the acquisition costs, accumulated depreciation and net book value of the leased assets as of September 30, 2002 were as follows:

(1) The pro forma amounts of the acquisition costs, accumulated depreciation and net book value of the leased assets as of March 31, 2002 were as follows:

(Millions of yen)

(Millions of yen)

(Millions of yen)

Acquisition costs
Accumulated depreciation
Net book value
Equipment
	5,582
	4,332
	1,249

Acquisition costs
Accumulated depreciation
Net book value
Equipment
	2,742
	2,317
	424

Acquisition costs
Accumulated depreciation
Net book value
Equipment
	3,079
	2,361
	718

The acquisition costs shown above represent the aggregate future minimum lease payments because such payments were immaterial to the net book value of real property and equipment at September 30, 2001.

(Note) Same as that for the six months ended September 30, 2001.

The acquisition costs shown above represent the aggregate future minimum lease payments because such payments were immaterial to the net book value of real property and equipment at March 31, 2002.

(2) Future minimum lease payments outstanding as of September 30, 2001 are summarized as follows:

(2) Future minimum lease payments outstanding as of September 30, 2002 are summarized as follows:

(2) Future minimum lease payments outstanding as of March 31, 2002 are summarized as follows:

Due in one year or less

¥795 million

Due after one year

453 million

Due in one year or less

¥303 million

Due after one year

121 million

Due in one year or less

¥475 million

Due after one year

243 million

Total

¥1,249 million

Total

¥424 million

Total

¥718 million

The future minimum lease payments shown above represent the total lease payments including the interest portion thereon because such payments were immaterial to the net book value of real property and equipment at September 30, 2001.

Same as that for the six months ended September 30, 2001.

The future minimum lease payments shown above represent the total lease payments including the interest portion thereon because such payments were immaterial to the net book value of real property and equipment at March 31, 2002.

(3) Lease payments and depreciation of leased assets are shown below:

(3) Lease payments and depreciation of leased assets are shown below:

(3) Lease payments and depreciation of leased assets are shown below:

Lease payments

¥570 million

Depreciation

¥570 million

Lease payments

¥292 million

Depreciation

¥292 million

Lease payments

¥1,447 million

Depreciation

¥1,447 million

For the six months ended
September 30, 2001
(April 1, 2001 — September 30, 2001)

For the six months ended
September 30, 2002
(April 1, 2002 — September 30, 2002)

For the year ended March 31, 2002
(April 1, 2001 — March 31, 2002)

(4)	Method of calculation of depreciation
	Depreciation of leased assets is calculated by the straight-line method over the respective lease terms assuming a residual value of zero.

(4)	Method of calculation of depreciation
	Same as that for the six months ended September 30, 2001.

(4)	Method of calculation of depreciation
	Same as that for the six months ended September 30, 2001.

     2.     Future minimum lease payments for operating leases outstanding as of September 30, 2001 are summarized as follows:

2. Future minimum lease payments for operating leases outstanding as of September 30, 2002 are summarized as follows:

2. Future minimum lease payments for operating leases outstanding as of March 31, 2002 are summarized as follows:

Due in one year or less

¥260 million

Due after one year

397 million

Due in one year or less

¥595 million

Due after one year

1,244 million

Due in one year or less

¥382 million

Due after one year

480 million

Total

¥658 million

Total

¥1,840 million

Total

¥862 million

Amendment

Securities

1. Information on held-to-maturity debt securities for which market value is available

														(Millions of yen)
Types of securities		As of September 30, 2001						As of September 30, 2002						As of March 31, 2002
		Carrying		Market		Unrealized		Carrying		Market		Unrealized		Carrying		Market		Unrealized
		value		value		gain (loss)		value		value		gain (loss)		value		value		gain (loss)
Bonds and debentures			51,719		54,801		3,082		50		50		0		342		342		0
Foreign securities			18,952		19,332		380		4,024		4,458		433		6,006		6,606		600
	Total		70,671		74,134		3,462		4,074		4,508		433		6,348		6,948		600

2. Information on other securities for which market value is available

														(Millions of yen)
Types of securities		As of September 30, 2001						As of September 30, 2002						As of March 31, 2002
		Acquisition		Carrying		Unrealized		Acquisition		Carrying		Unrealized		Acquisition		Carrying		Unrealized
		costs		value		gain (loss)		costs		value		gain (loss)		costs		value		gain (loss)
Bonds and debentures			1,849,696		1,944,057		94,360		2,098,921		2,184,032		85,110		2,001,557		2,066,982		65,424
Stock			966,808		1,717,556		750,747		917,760		1,609,150		691,390		934,182		1,843,020		908,838
Foreign securities			731,639		793,599		61,959		750,872		837,887		87,014		738,975		835,982		97,006
Other			34,947		34,049		-898		32,320		31,569		- 750		28,251		28,573		322
	Total		3,583,093		4,489,262		906,169		3,799,875		4,662,640		862,765		3,702,966		4,774,559		1,071,592

As of September 30, 2001	As of September 30, 2002	As of March 31, 2002
The Company recognized impairment losses of ¥16,202 million for other securities for which market value is available.      Impairment losses have been recognized in the case of all securities declining more than 50% in market value compared with acquisition costs. Impairment losses have been recognized in the case of securities declining not less than 30% but less than 50% in market value, only those other than in the case of perspective on recovery of market value is recognized	The Company recognized impairment losses of ¥8,678 million for other securities for which market value is available.      Impairment losses have been recognized in the case of all securities declining more than 50% in market value compared with acquisition costs. Impairment losses have been recognized in the case of securities declining not less than 30% but less than 50% in market value, only those other than in the case of perspective on recovery of market value is recognized	The Company recognized impairment losses of ¥22,341 million for other securities for which market value is available.      Impairment losses have been recognized in the case of all securities declining more than 50% in market value compared with acquisition costs. Impairment losses have been recognized in the case of securities declining not less than 30% but less than 50% in market value, only those other than in the case of perspective on recovery of market value is recognized.

3. Information on and amount of securities which are not carried at market value:

As of September 30, 2001		As of September 30, 2002		As of March 31, 2002
(1) Held-to-maturity debt securities		(1) Held-to-maturity debt securities		(1) Held-to-maturity debt securities
Foreign securities:	¥291 million	Foreign securities:	¥376 million	Foreign securities:	¥362 million
Other:	¥21,708 million	Other:	¥88,407 million	Other:	¥47,953 million
(Note)		(Note)		(Note)
Transferable deposits which are included in cash and bank deposits, and commercial paper which is included in monetary claims bought on the semiannual consolidated balance sheet, are accounted for as “Other”		Transferable deposits which are included in cash and bank deposits, and commercial paper which is included in monetary claims bought on the semiannual consolidated balance sheet, are accounted for as “Other”		Transferable deposits which are included in cash and bank deposits, and commercial paper which is included in monetary claims bought on the semiannual consolidated balance sheet, are accounted for as “Other”
(2) Other securities		(2) Other securities		(2) Other securities
Bonds and debentures:	¥7,287 million	Bonds and debentures:	¥4,953 million	Bonds and debentures:	¥4,944 million
Stock:	¥38,899 million	Stock:	¥41,902 million	Stock:	¥42,614 million
Foreign securities:	¥42,339 million	Foreign securities:	¥37,300 million	Foreign securities:	¥38,841 million
Other:	¥8,876 million	Other:	¥4,963 million	Other:	¥5,062 million
(Note)		(Note)		(Note)
Commercial papers, etc., which are accounted for as monetary claims bought on the semiannual consolidated balance sheet, are included in “Other”.		Beneficiary rights for claimable asset fund, which are treated as monetary claims bought on the semiannual balance sheet, are included in “Other”.		Beneficiary rights for claimable asset fund, which are treated as monetary claims bought on the balance sheet, are included in “Other”.

Money Trust

1.	Held-to-maturity money trusts: Not applicable.
2.	Money trusts other than those that are intended for investment and held-to-maturity:

As of September 30, 2001	As of September 30, 2002	As of March 31, 2002
There are no monetary trusts to be solely invested which are valued by the market value. The monetary trust intended for joint investment represented as the acquisition costs in the semiannual balance sheet is ¥76 million.	There are no monetary trusts to be solely invested which are valued by the market value. The monetary trust intended for joint investment represented as the acquisition costs in the semiannual balance sheet is ¥97 million.	There are no monetary trusts to be solely invested which are valued by the market value. The monetary trust intended for joint investment represented as the acquisition costs in the balance sheet is ¥1,023 million.

Amendment

Contract Amount, Market Value and Unrealized Gain(Loss) of Derivative Transactions

(Millions of Yen)

Types of
Securities	Types of contracts			As of September 30, 2001							As of September 30, 2002							As of March 31, 2002
				Contract			Market		Unrealized		Contract			Market		Unrealized		Contract			Market		Unrealized
				Amount			Value		Gain/(Loss)		Amount			Value		Gain/(Loss)		Amount			Value		Gain/(Loss)
Currency		Forward exchange contracts
			Sales contracts:		30,670			30,839		- 168		26,855			27,251		- 396		31,849			32,467		- 617
			Purchased contracts:		1,019			1,100		80		3,678			3,676		- 2		7,002			7,009		7
		Currency option contracts											��
			Sales contracts:		—			—		—		3,492			1		18		3,021			0		1
					(—	)						(19	)						(2	)
			Purchased contracts:		2,346			83		- 15		3,472			2		- 34		3,011			159		56
					(99	)						(36	)						(102	)
Interest		Interest option contracts
			Sales contracts:		9,420			70		155		19,720			102		148		8,910			69		156
					(225	)						(251	)						(225	)
			Purchased contracts:		3,000			76		- 120		13,500			101		- 122		3,000			73		- 123
					(196	)						(223	)						(196	)
	Interest swap contracts				65,153			220		220		52,655			192		192		54,166			309		309
Stock		Stock price index futures
			Sales contracts:		—			—		—		—			—		—		1,158			1,110		48
		Stock price index option contracts
			Sales contracts:		—			—		—		450			6		4		3,050			7		44
					(—	)						(10	)						(51	)
			Purchased contracts:		—			—		—		—			—		—		2,700			42		- 2
					(—	)						(—	)						(45	)
	Stock price swap contracts				1,840			- 94		- 94		—			—		—		—			—		—
Bonds		Government bond futures
			Sales contracts:		—			—		—		280			280		- 0		—			—		—
	Government bond over-the-counter option contracts
			Sales contracts:		—			—		—		9,333			3		14		7,392			1		16
					(—	)						(17	)						(18	)
Credit		Credit derivatives Sales contracts:
			Purchased contracts:		—			—		—		533,076			- 7,772		- 7,772		—			—		—
					—			—		—		23,294			77		77		—			—		—
Other		Weather derivative contracts
			Sales contracts:		65			28		59		30			20		3		9			16		9
					(87	)						(24	)						(26	)
			Purchased contracts:		30			6		- 26		1			2		0		6			14		- 3
					(33	)						(2	)						(17	)
			Other:		—			152		152		—			408		408		—			614		614
	Natural disaster derivative contracts
			Sales contracts:		130			2		2		170			7		2		190			2		5
					(5	)						(10	)						(7	)
	Economic index derivative contracts
			Sales contracts:		0			21		—		0			—		21		0			7		14
					(21	)						(21	)						(21	)
		Total			113,675			32,507		246		690,010			24,365		- 7,436		125,466			41,905		537

(Notes)
1.	Figures in parentheses of the above list represent the option premiums.
2.	Any derivative transactions, to which the hedge accounting applied, are excluded.

Amendment

Information of Loans Receivable under Risk Control

(Millions of Yen)

		(A)			(B)			Fluctuation		(C)			Fluctuation
		As of Sep. 30, 2001			As of Sep. 30, 2002			(B)-(A)		As of Mar. 31, 2002			(B)-(C)
Receivables from obligors who are under collapse of management			687			59			-627		5,501			-5,441
Receivables in delay			18,626			14,644			-3,981		14,743			-99
Receivables in arrears for three months or more			601			860			258		742			117
Receivables to which eased loan conditions were granted			18,080			19,234			1,154		12,915			6,319
	Total		37,996			34,799			-3,196		33,903			896
Ratio to loan balance			4.7	%		4.7	%		—		4.4	%		0.3	%
Loan balance (for reference)			807,289			732,717			- 74,571		764,426			- 31,708

Note: Each of the receivables means as follows:

(1)	Receivables from obligors who are under collapse of management:
	Receivables from obligors who are under collapse of management mean loans receivables which fall under any of the events as listed in Article 96, Section 1, Item 3 (i) through (v) or as stipulated in Article 96, Section 1, Item 4 of the Enforcement Regulations of the Corporate Income Tax Law (Government Ordinance No. 97 of 1965) among loans receivables with respect to which accrued interest is not stated because it is impossible to expect collection or payment of principal or interest due to the fact that the payment of principal or interest has not been rendered during a substantial period or for any other reasons.
(2)	Receivables in delay:
	Receivables in delay mean loans receivable other than those from obligors who are under collapse of management and those with respect to which interest payment has been exempted at the discretion of the obligors for the purpose of reconstructing or assisting in the obligors.
(3)	Receivables in arrears for three months or more:
	Receivables in arrears for three months or more mean loans receivable concerning which payment of principal or interest is in arrears for three months or more from the day next following the stated payment date and which do not fall under receivables from obligors who are under collapse of management or receivables in arrears.
(4)	Receivables to which eased loan conditions were granted:
	Receivables to which eased loan conditions were granted mean loans receivable concerning which such arrangements as will be favorable to obligors including reduction or exemption of interest, postponement of interest payment or grant of grace period for the principal, abandonment of debts or others have been made, and which do not fall under receivables from obligors who are under collapse of management, receivables in delay or receivables in arrears for three months or more.

- End -

2. [Translation in English]

AMENDMENTS TO SEMIANNUAL REPORT (HANKI-HOUKOKUSHO)

1. REASON FOR FILING THIS AMENDMENT TO SEMIANNUAL REPORT:

     This Amendment to the Semiannual Report is filed to rectify errors that appeared in the statement of the 86th Business Year Semiannual Report (from April 1, 2002 to September 30, 2002).

2. CONTENTS OF THE AMENDMENTS:

PART I. INFORMATION CONCERNING THE COMPANY

I. OUTLINE OF THE COMPANY

1. Changes in Major Business Index of the Company

(1) Changes in Major Business Index for the Current Three Consolidated Semiannual Periods and the Current Two Consolidated Fiscal Years

3.	Description of Affiliated Companies
4.	Description of Employees

(1) Description of Consolidated Companies

II. DESCRIPTION OF BUSINESS

1. Outline of Business Results, etc.

(1)	Business Results
(2)	Cash Flows

III. CONDITIONS OF FACILITIES

1. Conditions of Major Facilities

V. FINANCIAL CONDITIONS

1. Semiannual Consolidated Financial Statements, etc.

	-1- Semiannual Consolidated Balance Sheet
��	-2- Semiannual Consolidated Statement of Income
	-4- Semiannual Consolidated Cash Flows

Significant Accounting Policies for Semiannual Consolidated Financial Statements

Notes
   (Semiannual Consolidated Balance Sheet)
   (Semiannual Consolidated Statement of Income)
   (Semiannual Consolidated Cash Flows)
   (Marketable Securities)
   (Segment Information)
      Business segment information

3. AMENDED PARTS:

The amended parts are underlined.

* (Translator’s note)

In this document, only Part V. Financial Conditions and accompanying accounting notes have been translated.

V. [Financial Conditions]

1 [Semiannual Consolidated Financial Statements, etc.]

(1) [Semiannual Consolidated Financial Statements]

-1- [Semiannual Consolidated Balance Sheet]

(Before amendment)

(All amounts are in millions of yen.)

					As of				As of				As of				As of
Consolidated periods					September 30, 2001				September 30, 2001				September 30, 2002				March 31, 2002
					Mitsui Marine & Fire				The Sumitomo Marine & Fire
					Insurance Co., Ltd.				Insurance Co., Ltd.
					("Mitsui Marine)				(Sumitomo Marine)
Accounts			No.		Amount		Ratio (%)		Amount		Ratio (%)		Amount		Ratio (%)		Amount		Ratio (%)
	(Assets)
Cash on hand and in banks						235,333		6.40		244,702		6.99		365,957		5.46		415,024		5.67
Call loans						—		—		168		0.00		10,000		0.15		328		0.00
Monetary claims bought						23,554		0.64		5,182		0.15		44,058		0.66		17,774		0.24
Money trust						33,450		0.91		7,292		0.21		38,458		0.57		38,639		0.53
				*3
Securities				*4		2,228,868		60.65		2,438,791		69.68		4,769,753		71.16		4,887,186		66.73
				*2
Loans				*6		403,181		10.97		404,107		11.55		732,717		10.93		764,426		10.44
Real property and equipment				*1		191,714		5.22		141,029		4.03		298,856		4.46		309,985		4.23
Other assets				*5		201,907		5.49		181,153		5.18		428,636		6.40		367,845		5.02
Deferred tax assets						1,083		0.03		5		0.00		1,450		0.02		1,334		0.02
Customers’ guarantees liability						371,021		10.10		87,156		2.49		36,803		0.55		547,388		7.47
Reserve for bad debts						-15,009		-0.41		-9,593		-0.28		-24,000		-0.36		-26,018		-0.35
Reserve for investment losses						—		—		-120		-0.00		-13		-0.00		-8		-0.00
		Total Assets				3,675,106		100.00		3,499,876		100.00		6,702,678		100.00		7,323,905		100.00

(All amounts are in millions of yen.)

						As of					As of					As of					As of
Consolidated periods						September 30, 2001					September 30, 2001					September 30, 2002					March 31, 2002
						Mitsui Marine					Sumitomo Marine
Accounts				No.		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)
		(Liabilities)
Underwriting funds							2,398,261			65.26		2,564,183			73.27		5,010,373			74.75		4,931,667			67.34
	Reserve for outstanding claims						(227,536	)				(207,109	)				(481,037	)				(465,029	)
	Underwriting reserves						(2,170,724	)				(2,357,073	)				(4,529,335	)				(4,466,638	)
Convertible bonds							52,594			1.43		52,363			1.50		85,098			1.27		85,098			1.16
Other liabilities					*3		98,360			2.68		87,836			2.51		184,844			2.76		165,176			2.26
Accrued retirement benefits							83,940			2.28		72,896			2.08		160,014			2.39		163,544			2.23
Accrued bonuses for employees							4,465			0.12		3,991			0.11		8,598			0.13		11,278			0.16
Reserve for loss on sale of loans							2,701			0.07		—			—		1,659			0.02		1,619			0.02
Reserve for loss on investments in real estate							1,220			0.03		—			—		1,220			0.02		1,220			0.02
Reserve under the special law							10,084			0.27		8,217			0.24		20,606			0.31		20,662			0.28
	Price fluctuation reserve						(10,084	)				(8,217	)				(20,606	)				(20,662	)
Deferred tax liabilities							29,020			0.79		36,838			1.05		38,561			0.57		121,608			1.66
Guarantees outstanding							371,021			10.10		87,156			2.49		36,803			0.55		547,388			7.47
Total Liabilities							3,051,670			83.03		2,913,484			83.25		5,547,780			82.77		6,049,264			82.60
(Minority Shareholders’ Interest) Minority Shareholders’ Interest							3,940			0.11		169			0.00		7,245			0.11		4,713			0.06
	(Shareholders’ Equity) Capital stock						68,453			1.86		60,020			1.72		—			—		128,476			1.75
Additional paid-in capital							46,440			1.26		35,549			1.02		—			—		81,991			1.12
Consolidated retained earnings							215,219			5.86		209,780			5.99		—			—		383,410			5.24
Unrealized holding gain on securities							295,303			8.04		283,881			8.11		—			—		688,873			9.41
Translation adjustments							-5,917			-0.16		-2,998			-0.09		—			—		-1,220			-0.02
			Total				619,498			16.86		586,232			16.75		—			—		1,281,531			17.50
Treasury stock							-4			-0.00		-9			-0.00		—			—		-11,603			-0.16
Total shareholders’ equity							619,494			16.86		586,222			16.75		—			—		1,269,927			17.34
Capital stock							—			—		—			—		128,476			1.92		—			—
Capital surplus							—			—		—			—		81,991			1.22		—			—
Retained earnings							—			—		—			—		401,876			6.00		—			—
Unrealized holding gain on securities							—			—		—			—		553,604			8.26		—			—
Translation adjustments							—			—		—			—		-6,438			-0.10		—			—
			Total				—			—		—			—		1,159,510			17.30		—			—
Treasury stock							—			—		—			—		-11,857			-0.18		—			—
Total shareholders’ equity							—			—		—			—		1,147,652			17.12		—			—
Total Liabilities, Minority Shareholders’ Interest and Shareholders’ equity							3,675,106			100.00		3,499,876			100.00		6,702,678			100.00		7,323,905			100.00

(After amendment)

(All amounts are in millions of yen.)

					As of				As of				As of				As of
Consolidated periods					September 30, 2001				September 30, 2001				September 30, 2002				March 31, 2002
					Mitsui Marine & Fire				The Sumitomo Marine & Fire
					Insurance Co., Ltd.				Insurance Co., Ltd.
					(“Mitsui Marine)				(Sumitomo Marine)
Accounts			No.		Amount		Ratio (%)		Amount		Ratio (%)		Amount		Ratio (%)		Amount		Ratio (%)
	(Assets)
Cash on hand and in banks						235,333		6.40		244,702		6.99		360,764		5.39		415,024		5.67
Call loans						—		—		168		0.00		10,000		0.15		328		0.00
Monetary claims bought						23,554		0.64		5,182		0.15		44,058		0.66		17,774		0.24
Money trust						33,450		0.91		7,292		0.21		38,458		0.57		38,639		0.53
				*3
Securities				*4		2,228,868		60.65		2,438,791		69.68		4,772,703		71.24		4,887,186		66.73
				*2
Loans				*6		403,181		10.97		404,107		11.55		732,717		10.94		764,426		10.44
Real property and equipment				*1		191,714		5.22		141,029		4.03		298,700		4.46		309,985		4.23
Other assets				*5		201,907		5.49		181,153		5.18		427,713		6.38		367,845		5.02
Deferred tax assets						1,083		0.03		5		0.00		1,450		0.02		1,334		0.02
Customers’ guarantees liability						371,021		10.10		87,156		2.49		36,803		0.55		547,388		7.47
Reserve for bad debts						-15,009		-0.41		-9,593		-0.28		-24,000		-0.36		-26,018		-0.35
Reserve for investment losses						—		—		-120		-0.00		-13		-0.00		-8		-0.00
		Total Assets				3,675,106		100.00		3,499,876		100.00		6,699,356		100.00		7,323,905		100.00

(All amounts are in millions of yen.)

						As of					As of					As of					As of
Consolidated periods						September 30, 2001					September 30, 2001					September 30, 2002					March 31, 2002
						Mitsui Marine					Sumitomo Marine
Accounts				No.		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)
		(Liabilities)
Underwriting funds							2,398,261			65.26		2,564,183			73.27		5,010,373			74.79		4,931,667			67.34
	Reserve for outstanding claims						(227,536	)				(207,109	)				(481,037	)				(465,029	)
	Underwriting reserves						(2,170,724	)				(2,357,073	)				(4,529,335	)				(4,466,638	)
Convertible bonds							52,594			1.43		52,363			1.50		85,098			1.27		85,098			1.16
Other liabilities					*3		98,360			2.68		87,836			2.51		184,639			2.76		165,176			2.26
Accrued retirement benefits							83,940			2.28		72,896			2.08		160,014			2.39		163,544			2.23
Accrued bonuses for employees							4,465			0.12		3,991			0.11		8,573			0.13		11,278			0.16
Reserve for loss on sale of loans							2,701			0.07		—			—		1,659			0.02		1,619			0.02
Reserve for loss on investments in real estate							1,220			0.03		—			—		1,220			0.02		1,220			0.02
Reserve under the special law							10,084			0.27		8,217			0.24		20,606			0.31		20,662			0.28
	Price fluctuation reserve						(10,084	)				(8,217	)				(20,606	)				(20,662	)
Deferred tax liabilities							29,020			0.79		36,838			1.05		38,428			0.57		121,608			1.66
Guarantees outstanding							371,021			10.10		87,156			2.49		36,803			0.55		547,388			7.47
Total Liabilities							3,051,670			83.03		2,913,484			83.25		5,547,418			82.81		6,049,264			82.60
(Minority Shareholders’ Interest) Minority Shareholders’ Interest							3,940			0.11		169			0.00		4,285			0.06		4,713			0.06
	(Shareholders’ Equity) Capital stock						68,453			1.86		60,020			1.72		—			—		128,476			1.75
Additional paid-in capital							46,440			1.26		35,549			1.02		—			—		81,991			1.12
Consolidated retained earnings							215,219			5.86		209,780			5.99		—			—		383,410			5.24
Unrealized holding gain on securities							295,303			8.04		283,881			8.11		—			—		688,873			9.41
Translation adjustments							-5,917			-0.16		-2,998			-0.09		—			—		-1,220			-0.02
			Total				619,498			16.86		586,232			16.75		—			—		1,281,531			17.50
Treasury stock							-4			-0.00		-9			-0.00		—			—		-11,603			-0.16
Total shareholders’ equity							619,494			16.86		586,222			16.75		—			—		1,269,927			17.34
Capital stock							—			—		—			—		128,476			1.92		—			—
Capital surplus							—			—		—			—		81,991			1.23		—			—
Retained earnings							—			—		—			—		401,876			6.00		—			—
Unrealized holding gain on securities							—			—		—			—		553,604			8.26		—			—
Translation adjustments							—			—		—			—		-6,438			-0.10		—			—
			Total				—			—		—			—		1,159,510			17.31		—			—
Treasury stock							—			—		—			—		-11,857			-0.18		—			—
Total shareholders’ equity							—			—		—			—		1,147,652			17.13		—			—
Total Liabilities, Minority Shareholders’ Interest and Shareholders’ equity							3,675,106			100.00		3,499,876			100.00		6,699,356			100.00		7,323,905			100.00

-2- [Semiannual Consolidated Statement of Income]

(Before amendment)

(All amounts are in millions of yen.)

							For the six months ended					For the six months ended					For the six months ended					For the year ended
							September 30, 2001					September 30, 2001					September 30, 2002					March 31, 2002
							(April 1, 2001 -					(April 1, 2001 -					(April 1, 2002 -					(April 1, 2001 -
Consolidated periods							September 30, 2001)					September 30, 2001)					September 30, 2002)					March 31 2002)
							Mitsui Marine					Sumitomo Marine
Accounts					No.		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)
(Ordinary Income and Loss)
Ordinary income								482,236			100.00		462,016			100.00		950,300			100.00		1,439,244			100.00
	Underwriting income							448,335			92.97		432,353			93.58		896,803			94.37		1,348,911			93.72
			Net premiums written					(338,166	)				(299,183	)				(655,398	)				(935,690	)
		Deposit premiums by policyholders						(70,328	)				(86,585	)				(147,750	)				(210,145	)
		Investment income on deposit premiums, etc.						(16,236	)				(18,588	)				(33,062	)				(52,638	)
		Life insurance premiums						(23,422	)				(27,955	)				(59,803	)				(92,099	)
		Decrease in underwriting reserves						(—	)				(—	)				(—	)				(57,627	)
	Investment income							32,506			6.74		29,128			6.30		51,709			5.44		87,056			6.05
		Interest and dividends income						(33,088	)				(39,149	)				(65,859	)				(99,228	)
		Gain on sale of securities						(14,020	)				(7,146	)				(16,310	)				(34,701	)
		Transfer of investment income on deposit premiums, etc.						(-16,236	)				(- 18,588	)				(- 33,062	)				(- 52,638	)
	Other ordinary income							1,394			0.29		534			0.12		1,787			0.19		3,275			0.23
Ordinary expense								468,737			97.20		449,714			97.34		905,630			95.30		1,388,951			96.51
	Underwriting expenses							377,458			78.27		374,578			81.08		756,164			79.57		1,160,229			80.62
		Net losses paid						(171,636	)				(142,067	)				(308,424	)				(499,810	)
		Losses adjustment expenses				*1		(17,527	)				(12,846	)				(30,994	)				(46,494	)
		Commission and brokerage expenses				*1		(58,661	)				(54,534	)				(116,988	)				(168,999	)
		Deposits to policyholders						(121,927	)				(120,046	)				(228,626	)				(403,098	)
		Losses paid for life insurance						(2,130	)				(2,514	)				(9,043	)				(10,234	)
		Increase in reserve for outstanding claims						(4,645	)				(701	)				(590	)				(30,966	)
		Increase in underwriting reserves						(61	)				(41,253	)				(60,358	)				(—	)
	Investment expenses							16,528			3.43		14,000			3.03		23,496			2.47		26,310			1.83
		Loss on sale of securities						(1,238	)				(581	)				(1,725	)				(4,490	)
		Loss on devaluation of securities						(10,647	)				(11,214	)				(10,044	)				(17,005	)
	Operating, general and administrative expenses					*1		72,802			15.10		59,984			12.98		124,559			13.11		199,198			13.84
	Other ordinary expenses							1,948			0.40		1,150			0.25		2,224			0.23		3,213			0.22
	Deferred amount under Article 113 of the Insurance Business Law							—			—		—			—		-813			-0.08		—			—
Ordinary profit								13,498			2.80		12,301			2.66		44,670			4.70		50,292			3.49
(Extraordinary Income and Losses) Extraordinary income								3,577			0.74		4,205			0.91		3,123			0.33		2,174			0.15
	Decrease in reserve under the special law							(—	)				(1,827	)				(56	)				(—	)
				Price fluctuation reserve				((—)	)				((1,827)	)				((56)	)				((—)	)
	Other extraordinary income					*2		(3,577	)				(2,378	)				(3,067	)				(2,174	)
Extraordinary losses								8,660			1.79		13,511			2.92		3,541			0.37		29,592			2.06
	Increase in reserve under the special law							(416	)				(—	)				(—	)				(2,776	)
				Price fluctuation reserve				((416)	)				((—)	)				((—)	)				((2,776)	)
	Other extraordinary loss					*3		(8,243	)				(13,511	)				(3,541	)				(26,815	)
Income before income taxes								8,416			1.75		2,995			0.65		44,252			4.66		22,874			1.58
Income taxes and inhabitants’ taxes								9,726			2.02		11,608			2.51		21,830			2.30		6,376			0.44
Adjustment of income taxes								-7,279			-1.51		-11,502			-2.49		-7,119			-0.75		32			0.00
Minority interests								54			0.01		21			0.01		40			0.01		348			0.02
Net income								5,914			1.23		2,868			0.62		29,500			3.10		16,118			1.12

(After amendment)

(All amounts are in millions of yen.)

							For the six months ended					For the six months ended					For the six months ended					For the year ended
							September 30, 2001					September 30, 2001					September 30, 2002					March 31, 2002
							(April 1, 2001 -					(April 1, 2001 -					(April 1, 2002 -					(April 1, 2001 -
Consolidated periods							September 30, 2001)					September 30, 2001)					September 30, 2002)					March 31 2002)
							Mitsui Marine					Sumitomo Marine
Accounts					No.		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)		Amount			Ratio (%)
(Ordinary Income and Loss)
Ordinary income								482,236			100.00		462,016			100.00		950,274			100.00		1,439,244			100.00
	Underwriting income							448,335			92.97		432,353			93.58		896,803			94.37		1,348,911			93.72
			Net premiums written					(338,166	)				(299,183	)				(655,398	)				(935,690	)
		Deposit premiums by policyholders						(70,328	)				(86,585	)				(147,750	)				(210,145	)
		Investment income on deposit premiums, etc.						(16,236	)				(18,588	)				(33,062	)				(52,638	)
		Life insurance premiums						(23,422	)				(27,955	)				(59,803	)				(92,099	)
		Decrease in underwriting reserves						(—	)				(—	)				(—	)				(57,627	)
	Investment income							32,506			6.74		29,128			6.30		51,682			5.44		87,056			6.05
		Interest and dividends income						(33,088	)				(39,149	)				(65,859	)				(99,228	)
		Gain on sale of securities						(14,020	)				(7,146	)				(16,310	)				(34,701	)
		Transfer of investment income on deposit premiums, etc.						(-16,236	)				(- 18,588	)				(- 33,062	)				(- 52,638	)
	Other ordinary income							1,394			0.29		534			0.12		1,787			0.19		3,275			0.23
Ordinary expense								468,737			97.20		449,714			97.34		905,633			95.30		1,388,951			96.51
	Underwriting expenses							377,458			78.27		374,578			81.08		756,164			79.57		1,160,229			80.62
		Net losses paid						(171,636	)				(142,067	)				(308,424	)				(499,810	)
		Losses adjustment expenses				*1		(17,527	)				(12,846	)				(30,994	)				(46,494	)
		Commission and brokerage expenses				*1		(58,661	)				(54,534	)				(116,988	)				(168,999	)
		Deposits to policyholders						(121,927	)				(120,046	)				(228,626	)				(403,098	)
		Losses paid for life insurance						(2,130	)				(2,514	)				(9,043	)				(10,234	)
		Increase in reserve for outstanding claims						(4,645	)				(701	)				(590	)				(30,966	)
		Increase in underwriting reserves						(61	)				(41,253	)				(60,358	)				(—	)
	Investment expenses							16,528			3.43		14,000			3.03		23,496			2.47		26,310			1.83
		Loss on sale of securities						(1,238	)				(581	)				(1,725	)				(4,490	)
		Loss on devaluation of securities						(10,647	)				(11,214	)				(10,044	)				(17,005	)
	Operating, general and administrative expenses					*1		72,802			15.10		59,984			12.98		123,643			13.01		199,198			13.84
	Other ordinary expenses							1,948			0.40		1,150			0.25		2,329			0.25		3,213			0.22
Ordinary profit								13,498			2.80		12,301			2.66		44,640			4.70		50,292			3.49
(Extraordinary Income and Losses) Extraordinary income								3,577			0.74		4,205			0.91		3,123			0.33		2,174			0.15
	Decrease in reserve under the special law							(—	)				(1,827	)				(56	)				(—	)
				Price fluctuation reserve				((—)	)				((1,827)	)				((56)	)				((—)	)
	Other extraordinary income					*2		(3,577	)				(2,378	)				(3,067	)				(2,174	)
Extraordinary losses								8,660			1.79		13,511			2.92		3,541			0.37		29,592			2.06
	Increase in reserve under the special law							(416	)				(—	)				(—	)				(2,776	)
				Price fluctuation reserve				((416)	)				((—)	)				((—)	)				((2,776)	)
	Other extraordinary loss					*3		(8,243	)				(13,511	)				(3,541	)				(26,815	)
Income before income taxes								8,416			1.75		2,995			0.65		44,222			4.66		22,874			1.58
Income taxes and inhabitants’ taxes								9,726			2.02		11,608			2.51		21,828			2.30		6,376			0.44
Adjustment of income taxes								-7,279			-1.51		-11,502			-2.49		-7,252			-0.76		32			0.00
Minority interests								54			0.01		21			0.01		145			0.02		348			0.02
Net income								5,914			1.23		2,868			0.62		29,500			3.10		16,118			1.12

-4- [Semiannual Consolidated Cash Flows]

(Before amendment)

(All amounts are in millions of yen.)

						For the six months			For the six months			For the six months			For the year ended
						ended Sep. 30, 2001			ended Sep. 30, 2001			ended Sep. 30, 2002			Mar. 31, 2002
						(April 1, 2001 -			(April 1, 2001 -			(April 1, 2002 -			(April 1, 2001 -
Consolidated accounting period (year)						September 30, 2001)			September 30, 2001)			September 30, 2002)			March 31 2002)
						Mitsui Marine			Sumitomo Marine
Accounts					No.	Amount			Amount			Amount			Amount
I. Cash flows from operating activities
		Net income before income taxes					8,416			2,995			44,252			22,874
		Depreciation and amortization					5,895			5,278			11,223			19,100
		Increase in reserve for outstanding claims					4,483			2,216			590			30,966
		Increase in underwriting reserves					884			39,819			59,745			-58,393
		Increase in reserve for bad debts					-6,069			-3,917			-1,932			-4,678
		Increase in reserve for investment losses					—			-5			4			-137
		Increase in accrued retirement benefits					169			5,480			-3,505			-5,073
		Increase in accrued bonuses for employees					688			-932			-2,743			3,541
		Increase in reserve for loss on sales of loans					51			—			40			-1,031
		Increase in reserve for loss on investment in real estate					-1,089			—			—			-1,089
		Increase in price fluctuation reserve					416			-1,827			-56			2,776
		Interest and dividend income					-33,088			-39,149			-65,859			-99,228
		Gain or loss (-) in connection with securities					-1,787			4,154			-5,137			-14,517
		Interest expense					247			368			450			895
		Exchange gains or losses (-)					34			127			-75			-1,037
		Gain or loss (-) in connection with real estate					1,640			392			-1,481			2,752
		Increase in other assets (excluding investment activities, financing activities, etc.)					-3,503			-11,183			-38,252			4,277
		Increase in other liabilities (excluding investment activities, financing activities, etc.)					-12,821			3,061			2,465			-26,015
		Gain or loss (-) on loans					—			3,587			—			—
		Other					6,614			814			5,559			8,589
				Subtotal			-28,816			11,280			5,287			-115,428
		Interest and dividends received					33,417			42,735			70,200			101,235
		Interest paid					-41			-36			-41			-1,225
		Income taxes paid					8,699			-3,218			-5,031			-4,334
	Cash flows from operating activities						13,258			50,760			70,415			-19,752
II. Cash flows from investing activities
		Net increase in bank deposits					-144			4,750			-9,491			3,167
		Purchases of monetary claims bought					-1,646			-3,336			-2,099			-2,531
		Proceeds from sale and maturity of monetary claims bought					1,110			2,068			2,233			4,218
		Payment for increase in money trust					-1,079			-2,000			-2,000			-2,080
		Proceeds from decrease in money trust					4,055			4,515			1,171			7,719
		Purchases of marketable securities					- 198,810			- 149,420			-385,050			-588,284
		Proceeds from sale and maturity of securities					148,150			127,080			282,206			481,801
		Loans receivable made					-34,649			-64,874			-110,032			-155,029
		Collection of loans					62,883			101,746			139,812			223,984
		Other					6			—			694			2,551
				II - -1- Subtotal			-20,123			20,531			-82,555			-24,481
				(I + II -1-)			(- 6,864	)		(71,292	)		(- 12,140	)		(- 44,234	)
		Acquisition of real property and equipment					-3,495			-6,006			-3,054			-13,687
		Proceeds from sales of real property and equipment					282			1,150			4,161			1,366
		Payment for acquisition of shares of subsidiary due to the change in consolidation scope					—			—			-5			—
			Other				58			—			-765			148
	Cash flows from investing activities						-23,277			15,675			-82,218			-36,654
III. Cash flows from financing activities
		Redemption of convertible bonds					—			—			—			-19,854
		Issue of shares to minority shareholders					—			—			3,060			—
		Acquisition of treasury stock					—			-7			-254			-11,590
		Cash dividends paid					-5,300			-4,972			-10,949			-5,300
		Cash dividends paid to minority shareholders					-75			-47			-175			-75
		Other					-557			—			-263			-452
	Cash flows from financing activities						-5,933			-5,027			-8,582			-37,272
IV. Effects of exchange rate changes on cash and cash equivalents							404			-949			-1,195			2,404
V. Increase in cash and cash equivalents							-15,547			60,459			-21,582			-91,275
VI. Cash and cash equivalents at beginning of the period							237,175			164,299			372,383			237,175
VII. Increase in cash and cash equivalents in accordance with the new consolidation							—			1,131			—			593
VIII. Increase in cash and cash equivalents due to merger							—			—			—			225,889
IX. Cash and cash equivalents at end of the period (year)							221,628			225,889			350,801			372,383

(After amendment)

(All amounts are in millions of yen.)

						For the six months			For the six months			For the six months			For the year ended
						ended Sep. 30, 2001			ended Sep. 30, 2001			ended Sep. 30, 2002			Mar. 31, 2002
						(April 1, 2001 -			(April 1, 2001 -			(April 1, 2002 -			(April 1, 2001 -
Consolidated accounting period (year)						September 30, 2001)			September 30, 2001)			September 30, 2002)			March 31 2002)
						Mitsui Marine			Sumitomo Marine
Accounts					No.	Amount			Amount			Amount			Amount
I. Cash flows from operating activities
		Net income before income taxes					8,416			2,995			44,222			22,874
		Depreciation and amortization					5,895			5,278			11,213			19,100
		Increase in reserve for outstanding claims					4,483			2,216			590			30,966
		Increase in underwriting reserves					884			39,819			59,745			-58,393
		Increase in reserve for bad debts					-6,069			-3,917			-1,932			-4,678
		Increase in reserve for investment losses					—			-5			4			-137
		Increase in accrued retirement benefits					169			5,480			-3,505			-5,073
		Increase in accrued bonuses for employees					688			-932			-2,768			3,541
		Increase in reserve for loss on sales of loans					51			—			40			-1,031
		Increase in reserve for loss on investment in real estate					-1,089			—			—			-1,089
		Increase in price fluctuation reserve					416			-1,827			-56			2,776
		Interest and dividend income					-33,088			-39,149			-65,859			-99,228
		Gain or loss (-) in connection with securities					-1,787			4,154			-5,137			-14,517
		Interest expense					247			368			450			895
		Exchange gains or losses (-)					34			127			-75			-1,037
		Gain or loss (-) in connection with real estate					1,640			392			-1,481			2,752
		Gain or loss on investment by equity method					—			—			104			—
		Increase in other assets (excluding investment activities, financing activities, etc.)					-3,503			-11,183			-37,338			4,277
		Increase in other liabilities (excluding investment activities, financing activities, etc.)					-12,821			3,061			2,261			-26,015
		Gain or loss (-) on loans					—			3,587			—			—
		Other					6,614			814			5,559			8,589
				Subtotal			-28,816			11,280			6,038			-115,428
		Interest and dividends received					33,417			42,735			70,200			101,235
		Interest paid					-41			-36			-41			-1,225
		Income taxes paid					8,699			-3,218			-5,031			-4,334
	Cash flows from operating activities						13,258			50,760			71,165			-19,752
II. Cash flows from investing activities
		Net increase in bank deposits					-144			4,750			-9,491			3,167
		Purchases of monetary claims bought					-1,646			-3,336			-2,099			-2,531
		Proceeds from sale and maturity of monetary claims bought					1,110			2,068			2,233			4,218
		Payment for increase in money trust					-1,079			-2,000			-2,000			-2,080
		Proceeds from decrease in money trust					4,055			4,515			1,171			7,719
		Purchases of marketable securities					-198,810			-149,420			-388,105			-588,284
		Proceeds from sale and maturity of securities					148,150			127,080			282,206			481,801
		Loans receivable made					-34,649			-64,874			-110,032			-155,029
		Collection of loans					62,883			101,746			139,812			223,984
		Other					6			—			694			2,551
				II -1- Subtotal			-20,123			20,531			-85,610			-24,481
				(I + II -1-)			(- 6,864	)		(71,292	)		(-14,444	)		(- 44,234	)
		Acquisition of real property and equipment					-3,495			-6,006			-2,888			-13,687
		Proceeds from sales of real property and equipment					282			1,150			4,161			1,366
			Other				58			—			-765			148
	Cash flows from investing activities						-23,277			15,675			-85,102			-36,654
III. Cash flows from financing activities						��
		Redemption of convertible bonds					—			—			—			-19,854
		Acquisition of treasury stock					—			-7			-254			-11,590
		Cash dividends paid					-5,300			-4,972			-10,949			-5,300
		Cash dividends paid to minority shareholders					-75			-47			-175			-75
		Other					-557			—			-263			-452
	Cash flows from financing activities						-5,933			-5,027			-11,642			-37,272
IV. Effects of exchange rate changes on cash and cash equivalents							404			-949			-1,195			2,404
V. Increase in cash and cash equivalents							-15,547			60,459			-26,775			-91,275
VI. Cash and cash equivalents at beginning of the period							237,175			164,299			372,383			237,175
VII. Increase in cash and cash equivalents in accordance with the new consolidation							—			1,131			—			593
VIII. Increase in cash and cash equivalents due to merger							—			—			—			225,889
IX. Cash and cash equivalents at end of the period (year)							221,628			225,889			345,608			372,383

Significant Accounting Policies for Semiannual Consolidated Financial Statements

(Before amendment)

	For the six months	For the six months	For the six months ended	For the year ended
	ended Sep. 30, 2001	ended Sep. 30, 2001	Sep. 30, 2002	Mar. 31, 2002
	(Apr. 1, 2001 – Sep.	(Apr. 1, 2001 – Sep.	(Apr. 1, 2002 – Sep.	(Apr. 1, 2001 – Mar.
Items	30, 2001)	30, 2001)	30, 2002)	31 2002)
	Mitsui Marine	Sumitomo Marine
1. Scope of Consolidation	(1) Number of consolidated subsidiaries      15 Names of major consolidated subsidiaries:	(1) The consolidated financial statements herein include the following six subsidiaries, out of all consolidated subsidiaries of the Company:	(1) Number of consolidated subsidiaries       27 Names of major consolidated subsidiaries:	(1) Number of consolidated subsidiaries      26 Names of major consolidated subsidiaries:
	Mitsui Mirai Insurance Co., Ltd.	Sumitomo Marine Yu-Yu Life Insurance Co., Ltd.	Mitsui Sumitomo Kirameki Life Insurance Company, Limited	Mitsui Sumitomo Kirameki Life Insurance Company, Limited
	Mitsui Marine Asset Management Co., Ltd.	Sumitomo Marine Asset Management Co., Ltd.	MITSUI SUMITOMO INSURANCE Asset Management Company, Limited	MITSUI SUMITOMO INSURANCE Asset Management Company, Limited
	Mitsui Marine Capital Company, Limited	The Sumitomo Marine & Fire Insurance Co. (Europe) Ltd.	Mitsui Sumitomo Insurance Group Holdings (USA), Inc.	Mitsui Sumitomo Insurance Group Holdings (USA), Inc.
	Mitsui Marine & Fire Insurance Company of America	P.T. Asuransi Sumitomo Marine and Pool	Mitsui Sumitomo Insurance Company (Europe), Limited	Mitsui Sumitomo Insurance Company (Europe), Limited
	Mitsui Marine & Fire Insurance Co. (Europe) Ltd.	Sumitomo Marine Reinsurance (Europe) Co., Ltd.	Mitsui Sumitomo Insurance (Singapore) Pte Ltd.	Mitsui Sumitomo (Singapore) Pte Ltd.
	Mitsui Marine & Fire Insurance (Asia) Pte. Ltd	Sumitomo Marine & Fire Insurance Company of America      Since the significance of Sumitomo Marine Reinsurance (Europe) Co., Ltd. has increased, it is included in the scope of consolidation for the six months ended September 30, 2001. Since Sumitomo Marine & Fire Insurance Company of America,which was established during the six months ended September 30, 2001, is significant, only the balance sheet is consolidated, the end of the semiannual consolidated period being deemed to be the date of the acquisition	Due to the fact that MITSUI SUMITOMO CitiInsurance Life Insurance Co., Ltd. newly became a subsidiary of the Company and thus it has been consolidated to the Company for the consolidated semiannual period under review.	Due to the merger of The Sumitomo Marine & Fire Insurance Co., Ltd. and Mitsui Marine and Fire Insurance Co., Ltd. and the incorporation of a holding company in the U.S., Mitsui Sumitomo Kirameki Life Insurance Company, Limited (former corporate name: Sumitomo Marine Yu-Yu Life Insurance Co., Ltd.) and 11 other companies have been consolidated to the Company for the business year under review. On the other hand, Mitsui Mirai Insurance Co., Ltd., which had been a consolidated subsidiary of the Company, is excluded from the consolidation for the fiscal year under review, due to the merger with Sumitomo Marine Yu-Yu Life Insurance Co., Ltd. and dissolution thereafter.
	(2) Descriptions of unconsolidated subsidiaries	(2) Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in each of their total assets, ordinary income, net income and retained earnings.	(2) Descriptions of unconsolidated subsidiaries	(2) Descriptions of unconsolidated subsidiaries
	Name of major unconsolidated subsidiaries:	Major unconsolidated subsidiaries are as follows:	Name of major unconsolidated subsidiaries:	Name of major unconsolidated subsidiaries:
	Mitsui Marine Auto Claims Adjusting Co., Ltd.	Sumitomo Marine Staff Services Co., Ltd.	MITSUI SUMITOMO INSURANCE Claims Adjusting Company, Limited	MITSUI SUMITOMO INSURANCE Claims Adjusting Company, Limited
	Mitsui Marine Knowledge Service Co., Ltd.	Sumitomo Marine Automobile Claims Survey Co., Ltd.	MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited	MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited
	Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income, net income and retained earnings	Sumitomo Marine Management (U.S.A.), Inc.	Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income, net income and retained earnings	Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income, net income and retained earnings.

	For the six months	For the six months	For the six months ended	For the year ended
	ended Sep. 30, 2001	ended Sep. 30, 2001	Sep. 30, 2002	Mar. 31, 2002
	(Apr. 1, 2001 – Sep.	(Apr. 1, 2001 – Sep.	(Apr. 1, 2002 – Sep.	(Apr. 1, 2001 – Mar.
Items	30, 2001)	30, 2001)	30, 2002)	31 2002)
	Mitsui Marine	Sumitomo Marine
2. Equity Method	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for semiannual periods (Mitsui Marine Knowledge Service Co., Ltd., Philippine Charter Insurance Corporation, etc.) is negligible and they are in their entirety not significant, they have not been accounted for by the equity method.	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for semiannual periods is negligible and they are in their entirety not significant, they have not been accounted for by the equity method. Major unconsolidated subsidiaries and affiliates are as follows: Sumitomo Marine Staff Services Co., Ltd. Sumitomo Marine Automobile Claims Survey Co., Ltd. Sumitomo Marine Management (U.S.A.), Inc. Sumikai Head Office Maintenance Services Co., Ltd.	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and retained earnings for semiannual periods (MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited, BPI/MS Insurance Corporation etc.) is negligible and they are in their entirety not significant, they have not been accounted for by the equity method.	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for the business year under review (MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited, BPI/MS Insurance Corporation etc.) is negligible and they are in their entirety not significant, they have not been accounted for by the equity method.
(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)
4. Significant Accounting Policies	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the company which files the semiannual report (“filing company”) and domestic consolidated subsidiaries are as follows:	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the parent company, Sumitomo Marine Yu-Yu Life Insurance Co., Ltd. and Sumitomo Marine Asset Management Co., Ltd. are as follows:	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the company which files the semiannual report (“filing company”) and domestic consolidated subsidiaries are as follows: (1) Trading securities are valued at market value and cost of sales is calculated using the moving average method.	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the company which files the semiannual report (“filing company”) and domestic consolidated subsidiaries are as follows:
	(1) Valuation of the held-to-maturity securities is carried at the depreciation cost method. (2) Valuation of shares of subsidiaries and affiliate companies is carried at the cost method on a moving average cost basis.	(1) Valuation of shares of subsidiaries and affiliates is carried at the cost method on a moving average cost basis.	(2) The held-to-maturity securities are valued at amortized cost. (3) Stocks of subsidiaries and affiliate companies are valued at the cost using the moving average method.	(1) Valuation of the held-to-maturity securities is carried at the depreciation cost method. (2) Valuation of shares of subsidiaries and affiliate companies is carried at the cost method on a moving average cost basis.
	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)
	(10) Accounting for deferred assets under Article 113 of the Insurance Business Law:      The amount to be amortized of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.	(10) Accounting for deferred assets under Article 113 of the Insurance Business Law:      Sumitomo Marine Yu-Yu Life Insurance Co., Ltd. states an amount to be amortized for deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation.	(10) Accounting for deferred assets under Article 113 of the Insurance Business Law:      The amount to be transferred to and amortized of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.	(9) Accounting for deferred assets under Article 113 of the Insurance Business Law:      The amount to be amortized of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.
		(11) Accounting standards for overseas consolidated subsidiaries are based on the accounting standards of the country in which each subsidiary locates.

     Hereinafter intentionally omitted

(After amendment)

	For the six months	For the six months	For the six months ended	For the year ended
	ended Sep. 30, 2001	ended Sep. 30, 2001	Sep. 30, 2002	Mar. 31, 2002
	(Apr. 1, 2001 – Sep.	(Apr. 1, 2001 – Sep.	(Apr. 1, 2002 – Sep.	(Apr. 1, 2001 – Mar.
Items	30, 2001)	30, 2001)	30, 2002)	31 2002)
	Mitsui Marine	Sumitomo Marine
1. Scope of Consolidation	(1) Number of consolidated subsidiaries      15 Names of major consolidated subsidiaries:	(1) The consolidated financial statements herein include the following six subsidiaries, out of all consolidated subsidiaries of the Company:	(1) Number of consolidated subsidiaries     26 Names of major consolidated subsidiaries:	(1) Number of consolidated subsidiaries      26 Names of major consolidated subsidiaries:
	Mitsui Mirai Insurance Co., Ltd. Mitsui Marine Asset Management Co., Ltd. Mitsui Marine Capital Company, Limited Mitsui Marine & Fire Insurance Company of America Mitsui Marine & Fire Insurance Co. (Europe) Ltd. Mitsui Marine & Fire Insurance (Asia) Pte. Ltd.	Sumitomo Marine Yu-Yu Life Insurance Co., Ltd. Sumitomo Marine Asset Management Co., Ltd. The Sumitomo Marine & Fire Insurance Co. (Europe) Ltd. P.T. Asuransi Sumitomo Marine and Pool Sumitomo Marine Reinsurance (Europe) Co., Ltd. Sumitomo Marine & Fire Insurance Company of America     Since the significance of Sumitomo Marine Reinsurance (Europe) Co., Ltd. has increased, it is included in the scope of consolidation for the six months ended September 30, 2001. Since Sumitomo Marine & Fire Insurance Company of America,which was established during the six months ended September 30, 2001, is significant, only the balance sheet is consolidated, the end of the semiannual consolidated period being deemed to be the date of the acquisition.	Mitsui Sumitomo Kirameki Life Insurance Company, Limited MITSUI SUMITOMO INSURANCE Asset Management Company, Limited Mitsui Sumitomo Insurance Group Holdings (USA), Inc. Mitsui Sumitomo Insurance Company (Europe), Limited Mitsui Sumitomo Insurance (Singapore) Pte Ltd.	Mitsui Sumitomo Kirameki Life Insurance Company, Limited MITSUI SUMITOMO INSURANCE Asset Management Company, Limited Mitsui Sumitomo Insurance Group Holdings (USA), Inc. Mitsui Sumitomo Insurance Company (Europe), Limited Mitsui Sumitomo Insurance (Singapore) Pte Ltd.      Due to the merger of The Sumitomo Marine & Fire Insurance Co., Ltd. and Mitsui Marine and Fire Insurance Co., Ltd. and the incorporation of a holding company in the U.S., Mitsui Sumitomo Kirameki Life Insurance Company, Limited (former corporate name: Sumitomo Marine Yu-Yu Life Insurance Co., Ltd.) and 11 other companies have been consolidated to the Company for the business year under review. On the other hand, Mitsui Mirai Insurance Co., Ltd., which had been a consolidated subsidiary of the Company, is excluded from the consolidation for the fiscal year under review, due to the merger with Sumitomo Marine Yu-Yu Life Insurance Co., Ltd. and dissolution thereafter.
	(2) Descriptions of unconsolidated subsidiaries Name of major unconsolidated subsidiaries:	(2) Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in each of their total assets, ordinary income, net income and retained earnings.	(2) Descriptions of unconsolidated subsidiaries Name of major unconsolidated subsidiaries:	(2) Descriptions of unconsolidated subsidiaries Name of major unconsolidated subsidiaries:
	Mitsui Marine Auto Claims Adjusting Co.,Ltd. Mitsui Marine Knowledge Service Co.,Ltd.      Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income, net income and retained earnings.	Major unconsolidated subsidiaries are as follows: Sumitomo Marine Staff Services Co., Ltd. Sumitomo Marine Automobile Claims Survey Co., Ltd. Sumitomo Marine Management (U.S.A.), Inc.	MITSUI SUMITOMO INSURANCE Claims Adjusting Company, Limited MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited      Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income, net income and retained earnings.	MITSUI SUMITOMO INSURANCE Claims Adjusting Company, Limited MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited      Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income, net income and retained earnings.

	For the six months	For the six months	For the six months ended	For the year ended
	ended Sep. 30, 2001	ended Sep. 30, 2001	Sep. 30, 2002	Mar. 31, 2002
	(Apr. 1, 2001 – Sep.	(Apr. 1, 2001 – Sep.	(Apr. 1, 2002 – Sep.	(Apr. 1, 2001 – Mar.
Items	30, 2001)	30, 2001)	30, 2002)	31 2002)
	Mitsui Marine	Sumitomo Marine
			(3) The Company owns 51% of voting rights of Mitsui Sumitomo CitiInsurance Life Insurance Co., Ltd. However, as the said company is a company under the joint control with an other joint corporation, it is not included in the category of subsidiaries.
2. Equity Method	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for semiannual periods (Mitsui Marine Knowledge Service Co., Ltd., Philippine Charter Insurance Corporation, etc.) is negligible and they are in their entirety not significant, they have not been accounted for by the equity method.	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for semiannual periods is negligible and they are in their entirety not significant, they have not been accounted for by the equity method. Major unconsolidated subsidiaries and affiliates are as follows: Sumitomo Marine Staff Services Co., Ltd. Sumitomo Marine Automobile Claims Survey Co., Ltd. Sumitomo Marine Management (U.S.A.), Inc. Sumikai Head Office Maintenance Services Co., Ltd.	(1) Number of affiliates accounted for by the equity method 1 Name of company:    Mitsui Sumitomo CitiInsurance Life Insurance Co., Ltd    As Mitsui Sumitomo CitiInsurance Life Insurance Co., Ltd, has been newly included as an affiliate, it is included in the category of affiliates accounted for by the equity method from the six months ended September 30, 2002. (2)As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and retained earnings for semiannual periods (MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited, BPI/MS Insurance Corporation etc.) is negligible and they are in their entirety not significant, they have not been accounted for by the equity method.	As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for the business year under review (MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited, BPI/MS Insurance Corporation etc.) is negligible and they are in their entirety not significant, they have not been accounted for by the equity method.
(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)
4. Significant Accounting Policies	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the company which files the semiannual report (“filing company”) and domestic consolidated subsidiaries are as follows:	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the parent company, Sumitomo Marine Yu-Yu Life Insurance Co., Ltd. and Sumitomo Marine Asset Management Co., Ltd. are as follows:	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the company which files the semiannual report (“filing company”) and domestic consolidated subsidiaries are as follows:	(1) Standard and method of valuation for securities      Standard and method of valuation for securities held by the company which files the semiannual report (“filing company”) and domestic consolidated subsidiaries are as follows:
	(1) Valuation of the held-to-maturity securities is carried at the depreciation cost method. (2) Valuation of shares of subsidiaries and affiliate companies is carried at the cost method on a moving average cost basis.	(1) Valuation of shares of subsidiaries and affiliates is carried at the cost method on a moving average cost basis.	(1) Trading securities are valued at market value and cost of sales is calculated using the moving average method. (2) The held-to-maturity securities are valued at amortized cost. (3) Stocks of unconsolidated subsidiaries and affiliate companies to which the equity method are not applied are valued at the cost using the moving average method.	(1) Valuation of the held-to-maturity securities is carried at the depreciation cost method. (2) Valuation of shares of subsidiaries and affiliate companies is carried at the cost method on a moving average cost basis.
	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)	(Intentionally omitted)

	For the six months	For the six months	For the six months ended	For the year ended
	ended Sep. 30, 2001	ended Sep. 30, 2001	Sep. 30, 2002	Mar. 31, 2002
	(Apr. 1, 2001 – Sep.	(Apr. 1, 2001 – Sep.	(Apr. 1, 2002 – Sep.	(Apr. 1, 2001 – Mar.
Items	30, 2001)	30, 2001)	30, 2002)	31 2002)
	Mitsui Marine	Sumitomo Marine
	(10) Accounting for deferred assets under Article 113 of the Insurance Business Law:	(10) Accounting for deferred assets under Article 113 of the Insurance Business Law:	(10) Accounting for deferred assets under Article 113 of the Insurance Business Law:	(9) Accounting for deferred assets under Article 113 of the Insurance Business Law:
	The amount to be amortized of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.	Sumitomo Marine Yu-Yu Life Insurance Co., Ltd. states an amount to be amortized for deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation.	The amount of amortization of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.	The amount to be amortized of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.
		(11) Accounting standards for overseas consolidated subsidiaries are based on the accounting standards of the country in which each subsidiary locates.

     Hereinafter intentionally omitted

Notes
(Semiannual Consolidated Balance Sheet)

(Before amendment)

For the six months ended	For the six months ended	For the six months ended	For the year ended
September 30, 2001	September 30, 2001	September 30, 2002	March 31, 2002
(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2002 – Sep. 30, 2002)	(Apr. 1, 2001 – Mar. 31, 2002)
Mitsui Marine	Sumitomo Marine
*1. The accumulated amount of depreciation of real property and equipment is ¥141,728 million and the advanced depreciation of real property and equipment is ¥13,819 million.	*1. The accumulated amount of depreciation of real property and equipment is ¥121,891 million and the advanced depreciation of real property and equipment is ¥10,251 million.	*1. The accumulated amount of depreciation of real property and equipment is ¥278,528 million and the advanced depreciation of real property and equipment is ¥23,043 million.	*1. The accumulated amount of depreciation of real property and equipment is ¥270,573 million and the advanced depreciation of real property and equipment is ¥23,732 million.
(hereinafter to be omitted)	(hereinafter to be omitted)	(hereinafter to be omitted)	(hereinafter to be omitted)
*5. Other assets include deferred assets of ¥2,787 million of Article 113 of the Insurance Business Law.	*5. Other assets include ¥1,786 million of deferred assets under Article 113 of the Insurance Business Law.	*5. Other assets include deferred assets of ¥2,203 million of Article 113 of the Insurance Business Law.	5. Other assets include deferred assets of ¥1,587 million of Article 113 of the Insurance Business Law.

     Hereinafter intentionally omitted

     (After amendment)

For the six months ended	For the six months ended	For the six months ended	For the year ended
September 30, 2001	September 30, 2001	September 30, 2002	March 31, 2002
(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2002 – Sep. 30, 2002)	(Apr. 1, 2001 – Mar. 31, 2002)
Mitsui Marine	Sumitomo Marine
*1. The accumulated amount of depreciation of real property and equipment is ¥141,728 million and the advanced depreciation of real property and equipment is ¥13,819 million.	*1. The accumulated amount of depreciation of real property and equipment is ¥121,891 million and the advanced depreciation of real property and equipment is ¥10,251 million.	*1. The accumulated amount of depreciation of real property and equipment is ¥278,518 million and the advanced depreciation of real property and equipment is ¥23,043 million.	*1. The accumulated amount of depreciation of real property and equipment is ¥270,573 million and the advanced depreciation of real property and equipment is ¥23,732 million.
(hereinafter to be omitted)	(hereinafter to be omitted)	(hereinafter to be omitted)	(hereinafter to be omitted)
*5. Other assets include deferred assets of ¥2,787 million of Article 113 of the Insurance Business Law.	*5. Other assets include ¥1,786 million of deferred assets under Article 113 of the Insurance Business Law.	*5. Other assets include deferred assets of ¥1,389 million of Article 113 of the Insurance Business Law.	5. Other assets include deferred assets of ¥1,587 million of Article 113 of the Insurance Business Law.

     Hereinafter intentionally omitted

(Semiannual Consolidated Statement of Income)

(Before amendment)

For the six months ended	For the six months ended	For the six months ended	For the year ended
September 30, 2001	September 30, 2001	September 30, 2002	March 31, 2002
(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2002 – Sep. 30, 2002)	(Apr. 1, 2001 – Mar. 31, 2002)
Mitsui Marine	Sumitomo Marine
*1. The details of business expenses are as follows:	*1. The details of business expenses are as follows:	*1. The details of business expenses are as follows:	*1. The details of business expenses are as follows:
Agent commission, etc:	Agent commission, etc:	Agent commission, etc:	Agent commission, etc:
¥59,204 million	¥56,655 million	¥118,813 million	¥174,651 million
Salaries:         ¥31,905 million	Salaries:         ¥27,233 million	Salaries:          ¥56,905 million	Salaries:         ¥92,068 million
Business expenses are the aggregated amount of loss adjustment expenses, operating, general and administrative expenses, and commission and brokerage expenses in the accompanying semiannual consolidated statement of income.	Business expenses are the aggregated amount of loss adjustment expense, operating, general and administrative expenses, and commission and brokerage expenses on the consolidated statement of income.	Business expenses are the aggregated amount of loss adjustment expenses, operating, general and administrative expenses, and commission and brokerage expenses in the accompanying semiannual consolidated statement of income.	Business expenses are the aggregated amount of loss adjustment expenses, operating, general and administrative expenses, and commission and brokerage expenses in the accompanying consolidated statement of income.

     Hereinafter intentionally omitted

     (Before amendment)

For the six months ended	For the six months ended	For the six months ended	For the year ended
September 30, 2001	September 30, 2001	September 30, 2002	March 31, 2002
(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2001 – Sep. 30, 2001)	(Apr. 1, 2002 – Sep. 30, 2002)	(Apr. 1, 2001 – Mar. 31, 2002)
Mitsui Marine	Sumitomo Marine
*1. The details of business expenses are as follows:	*1. The details of business expenses are as follows:	*1. The details of business expenses are as follows:	*1. The details of business expenses are as follows:
Agent commission, etc:	Agent commission, etc:	Agent commission, etc:	Agent commission, etc:
¥59,204 million	¥56,655 million	¥118,813 million	¥174,651 million
Salaries:         ¥31,905 million	Salaries:         ¥27,233 million	Salaries:         ¥56,825 million	Salaries:         ¥92,068 million
Business expenses are the aggregated amount of loss adjustment expenses, operating, general and administrative expenses, and commission and brokerage expenses in the accompanying semiannual consolidated statement of income.	Business expenses are the aggregated amount of loss adjustment expense, operating, general and administrative expenses, and commission and brokerage expenses on the consolidated statement of income.	Business expenses are the aggregated amount of loss adjustment expenses, operating, general and administrative expenses, and commission and brokerage expenses in the accompanying semiannual consolidated statement of income.	Business expenses are the aggregated amount of loss adjustment expenses, operating, general and administrative expenses, and commission and brokerage expenses in the accompanying consolidated statement of income.

     Hereinafter intentionally omitted

(Semiannual Consolidated Cash Flows)

(Before amendment)

For the six months ended			For the six months ended
September 30, 2001			September 30, 2001
(Apr. 1, 2001 - Sep. 30, 2001)			(Apr. 1, 2001 - Sep. 30, 2001)			For the six months ended			For the year ended
						September 30, 2002			March 31, 2002
Mitsui Marine			Sumitomo Marine			(Apr. 1, 2002 - Sep. 30, 2002)			(Apr. 1, 2001 - Mar. 31, 2002)
1. Cash and cash equivalents as of September 30, 2001 were reconciled to the amounts reported in the consolidated balance sheet as follows:			1. Cash and cash equivalents as of September 30, 2001 were reconciled to the amounts reported in the consolidated balance sheet as follows:			1. Cash and cash equivalents as of September 30, 2002 were reconciled to the amounts reported in the consolidated balance sheet as follows:			1. Cash and cash equivalents as of March 31, 2002 were reconciled to the amounts reported in the consolidated balance sheet as follows:
(As of September 30, 2001)			(As of September 30, 2001)			(As of September 30, 2002)			(As of March 31, 2002)
Cash and bank deposits:			Cash and bank deposits:			Cash and bank deposits:			Cash and bank deposits:
¥235,333 million			¥244,702 million			¥365,957 million			¥415,024 million
			Call loans:		¥168 million	Call loans:		¥10,000 million	Call loans:		¥328 million
Monetary claims bought:			Monetary claims bought:			Monetary claims bought:			Monetary claims bought:
¥23,554 million			¥5,182 million			¥44,058 million			¥17,774 million
			Securities:		¥2,438,791 million
Time deposits with maturities			Time deposits with maturities			Time deposits with maturities			Time deposits with maturities
	of more than three months:			of more than three months:			of more than three months:			of more than three months:
- ¥34,534 million			- ¥22,107 million			- ¥66,487 million			- ¥57,719 million
Monetary claims bought other			Monetary claims bought other			Monetary claims bought other			Monetary claims bought other
	than cash equivalents:			than cash equivalents:			than cash equivalents:			than cash equivalents:
- ¥3,072 million			- ¥2,551 million			- ¥3,272 million			- ¥3,452 million
Securities included in cash			Securities included in cash			Securities included in cash			Securities included in cash
	equivalents:	¥348 million		equivalents:	- ¥2,438,296 million		equivalents:	¥545 million		equivalents:	¥427 million
Cash and cash equivalents:			Cash and cash equivalents:			Cash and cash equivalents:			Cash and cash equivalents:
¥221,628 million			¥225,889 million			¥350,801 million			¥372,383 million
2. Cash flows from investing activities include cash flows arising from asset management business for insurance business.			2. Cash flows from investing activities include the cash flows arising from asset management business for insurance business.			2. Cash flows from investing activities include cash flows arising from asset management business for insurance business.			2. Same as that for the six months ended September 30, 2002.

(After amendment)

For the six months ended			For the six months ended
September 30, 2001			September 30, 2001
(Apr. 1, 2001 - Sep. 30, 2001)			(Apr. 1, 2001 - Sep. 30, 2001)			For the six months ended			For the year ended
						September 30, 2002			March 31, 2002
Mitsui Marine			Sumitomo Marine			(Apr. 1, 2002 - Sep. 30, 2002)			(Apr. 1, 2001 - Mar. 31, 2002)
1. Cash and cash equivalents as of September 30, 2001 were reconciled to the amounts reported in the consolidated balance sheet as follows:			1. Cash and cash equivalents as of September 30, 2001 were reconciled to the amounts reported in the consolidated balance sheet as follows:			1. Cash and cash equivalents as of September 30, 2002 were reconciled to the amounts reported in the consolidated balance sheet as follows:			1. Cash and cash equivalents as of March 31, 2002 were reconciled to the amounts reported in the consolidated balance sheet as follows:
(As of September 30, 2001)			(As of September 30, 2001)			(As of September 30, 2002)			(As of March 31, 2002)
Cash and bank deposits:			Cash and bank deposits:			Cash and bank deposits:			Cash and bank deposits:
¥235,333 million			¥244,702 million			¥360,764 million			¥415,024 million
			Call loans:		¥168 million	Call loans:		¥10,000 million	Call loans:		¥328 million
Monetary claims bought:			Monetary claims bought:			Monetary claims bought:			Monetary claims bought:
¥23,554 million			¥5,182 million			¥44,058 million			¥17,774 million
			Securities:		¥2,438,791 million
Time deposits with maturities			Time deposits with maturities			Time deposits with maturities			Time deposits with maturities
	of more than three months:			of more than three months:			of more than three months:			of more than three months:
- ¥34,534 million			- ¥22,107 million			- ¥66,487 million			- ¥57,719 million
Monetary claims bought other			Monetary claims bought other			Monetary claims bought other			Monetary claims bought other
	than cash equivalents:			than cash equivalents:			than cash equivalents:			than cash equivalents:
- ¥3,072 million			- ¥2,551 million			- ¥3,272 million			- ¥3,452 million
Securities included in cash			Securities included in cash			Securities included in cash			Securities included in cash
	equivalents:	¥348 million		equivalents:	- ¥2,438,296 million		equivalents:	¥545 million		equivalents:	¥427 million
Cash and cash equivalents:			Cash and cash equivalents:			Cash and cash equivalents:			Cash and cash equivalents:
¥221,628 million			¥225,889 million			¥345,608 million			¥372,383 million
2. Cash flows from investing activities include cash flows arising from asset management business for insurance business.			2. Cash flows from investing activities include the cash flows arising from asset management business for insurance business.			2. Cash flows from investing activities include cash flows arising from asset management business for insurance business.			2. Same as that for the six months ended September 30, 2002.

(Marketable Securities)
(Before amendment)

Securities

1. Information on held-to-maturity debt securities for which market value is available

Intentionally omitted

2. Information on other securities for which market value is available

(Millions of yen)

Types of securities		As of Sep. 30, 2001						As of Sep. 30, 2001
		Mitsui Marine						Sumitomo Marine
				Consolidated		Unrecognized				Consolidated		Unrecognized
		Acquisition		carrying		gain		Acquisition		carrying		gain
		costs		value		or loss		costs		value		or loss
Bonds and debentures			750,262		786,839		36,577		1,099,434		1,157,217		57,783
Stock			506,312		919,485		413,173		460,496		798,071		337,574
Foreign securities			359,587		371,937		12,350		372,052		421,661		49,609
Other			23,606		23,156		-449		11,341		10,892		-448
	Total		1,639,768		2,101,419		461,651		1,943,324		2,387,843		444,518

[Additional columns below]

[Continued from above table, first column(s) repeated]

Types of securities		As of Sep. 30, 2002						As of Mar. 31, 2002
				Consolidated		Unrecognized				Consolidated		Unrecognized
		Acquisition		carrying		gain		Acquisition		carrying		gain
		costs		value		or loss		costs		value		or loss
Bonds and debentures			2,098,921		2,184,032		85,110		2,001,557		2,066,982		65,424
Stock			917,760		1,609,150		691,390		934,182		1,843,020		908,838
Foreign securities			750,872		837,887		87,014		738,975		835,982		97,006
Other			32,325		31,574		-750		28,251		28,573		322
	Total		3,799,880		4,662,645		862,765		3,702,966		4,774,559		1,071,592

Hereinafter intentionally omitted

(After amendment)

Securities

1. Information on held-to-maturity debt securities for which market value is available

Intentionally omitted

2. Information on other securities for which market value is available

(Millions of yen)

Types of securities		As of Sep. 30, 2001						As of Sep. 30, 2001
		Mitsui Marine						Sumitomo Marine
				Consolidated		Unrecognized				Consolidated		Unrecognized
		Acquisition		carrying		gain		Acquisition		carrying		gain
		costs		value		or loss		costs		value		or loss
Bonds and debentures			750,262		786,839		36,577		1,099,434		1,157,217		57,783
Stock			506,312		919,485		413,173		460,496		798,071		337,574
Foreign securities			359,587		371,937		12,350		372,052		421,661		49,609
Other			23,606		23,156		-449		11,341		10,892		-448
	Total		1,639,768		2,101,419		461,651		1,943,324		2,387,843		444,518

[Additional columns below]

[Continued from above table, first column(s) repeated]

Types of securities		As of Sep. 30, 2002						As of Mar. 31, 2002
				Consolidated		Unrecognized				Consolidated		Unrecognized
		Acquisition		carrying		gain		Acquisition		carrying		gain
		costs		value		or loss		costs		value		or loss
Bonds and debentures			2,098,921		2,184,032		85,110		2,001,557		2,066,982		65,424
Stock			917,760		1,609,150		691,390		934,182		1,843,020		908,838
Foreign securities			750,872		837,887		87,014		738,975		835,982		97,006
Other			32,320		31,569		-750		28,251		28,573		322
	Total		3,799,875		4,662,640		862,765		3,702,966		4,774,559		1,071,592

Hereinafter intentionally omitted

(Segment Information)
[Business segment information]
(Before amendment)

Intentionally omitted

Six months ended September 30, 2002 (from April 1, 2002 to September 30, 2002)

(Millions of yen)

		Non-life insurance		Life insurance
		business		business		Total		Eliminations		Consolidated
Ordinary income and ordinary income and expenses
(1) Ordinary income to third parties			886,052		64,626		950,679		378		950,300
(2) Intergroup ordinary income			895		—		895		895		—
	Total		886,947		64,626		951,574		1,273		950,300
Ordinary expenses			842,354		64,549		906,904		1,273		905,630
Ordinary profit			44,592		77		44,670		—		44,670

(Notes)	(1	)	Business segments are determined based on the actual condition of businesses in the filing company and consolidated subsidiaries.
	(2	)	The major businesses in each business segment are as follows:
			Non-life insurance business:	Underwriting business and asset management business for non-life insurance
			Life insurance business:	Underwriting business and asset management business for life insurance
	(3	)	The amount stated in the column “Eliminations” of ordinary income to third parties for the six months ended September 30, 2002 represents the amount transferred, as a result that the reversal of underwriting reserves which has been classified as ordinary expenses for the life insurance business segment is included in and stated as the provision for underwriting reserves on the semiannual consolidated balance sheet.

Hereinafter intentionally omitted

(After amendment)

Intentionally omitted

Six months ended September 30, 2002 (from April 1, 2002 to September 30, 2002)

(Millions of yen)

		Non-life insurance		Life insurance
		business		business		Total		Eliminations		Consolidated
Ordinary income and ordinary income and expenses
(1) Ordinary income to third parties			886,052		64,600		950,652		378		950,274
(2) Intergroup ordinary income —			895		—		895		895		—
	Total		886,947		64,600		951,547		1,273		950,274
Ordinary expenses			842,354		64,552		906,907		1,273		905,633
Ordinary profit			44,592		48		44,640		—		44,640

(Notes)	(1	)	Business segments are determined based on the actual condition of businesses in the filing company and consolidated subsidiaries.
	(2	)	The major businesses in each business segment are as follows:
			Non-life insurance business:	Underwriting business and asset management business for non-life insurance
			Life insurance business:	Underwriting business and asset management business for life insurance
	(3	)	The amount stated in the column “Eliminations” of ordinary income to third parties for the six months ended September 30, 2002 represents the amount transferred, as a result that the reversal of underwriting reserves which has been classified as ordinary expenses for the life insurance business segment is included in and stated as the provision for underwriting reserves on the semiannual consolidated balance sheet.

Hereinafter intentionally omitted

3. [Translation in English]

May 19, 2003

Summary of Non-Consolidated Financial Statements
for the Year Ended March 31, 2003

Name of Listed Company:	Mitsui Sumitomo Insurance Company, Limited
Code Number:	8752
Stock Exchanges:	Tokyo Stock Exchange, Osaka Securities
	Exchange and Nagoya Securities Exchange
Headquarters:	Tokyo
(URLhttp://www.ms-ins.com)
Representative:	Hiroyuki Uemura, President & Director
Contact:	Hiroyuki Hata
	Manager of Financial Accounting Section, Accounting Dept.
	Phone number 03-3297-6648

The Board of Directors approved the non-consolidated financial statements of Mitsui Sumitomo Insurance Company, Limited (the “Company”) on the following date:
	May 19, 2003

Whether or not the system to pay interim dividends has been provided for in the Articles of Incorporation: Not provided.

Date of the Ordinary General Meeting of Shareholders: June 27, 2003

Whether or not the unit share (tan-gen kabu) system has been adopted by the Company: Provided

(The unit of share for one vote (1tan-gen) is 1,000 shares)

1. Non-consolidated business results for the fiscal year ended March 31, 2003 (from April 1, 2002 to March 31, 2003):

(Note) (1) The Company was renamed as of October 1, 2001, as a result of the merger of Mitsui Marine and Fire Insurance Company, Limited (“Mitsui”) and The Sumitomo Marine & Fire Insurance Company, Limited (“Sumitomo”). For the convenience of comparison with the business results for the fiscal year ended March 31, 2003, the business results for the fiscal year ended March 31, 2002 are represented, in principle, by the accumulated figures of business results of Sumitomo and Mitsui without any adjustment. The business results for the fiscal year ended March 31, 2002 are represented by the accumulated figures of Sumitomo for the semiannual period from April 1, 2001 to September 30, 2001 and the Company for the fiscal year from April 1, 2001 to March 31, 2002 without any adjustment. (The same shall be applied hereinafter.)

Provided, however, that net income per share, diluted net income per share, the average number of shares in issue and payout ratio are represented by the results of the Company (for the fiscal year).

(2) All amounts are in millions and amounts less than one million have been disregarded. The ratio is rounded to the nearest whole number. In addition, any negative amounts appear with the mark (-). (The same shall be applied hereinafter.)

(1) Non-consolidated operating results

		Net premiums written						Ordinary profit				Net income
		¥ mil			%			¥ mil		%		¥ mil		%
For the fiscal year ended			(1,250,521	)*		(6.4	)*		47,679	-	23.9		32,362		37.1
	March 31, 2003		1,235,313			4.1
For the fiscal year ended			(1,175,662	)*		(1.2	)*
	March 31, 2002		1,187,204			1.2			62,635		11.0		23,607	-	13.0

	Net income		Diluted net income							Net operating
	per share		per share		Return on equity		Net loss ratio			expenses ratio
					%		%			%
For the fiscal year ended		¥22.15		¥21.07		2.8		(54.2	)*		(33.4	)*
March 31, 2003								54.9			33.8
For the fiscal year ended								(57.8	)*		(36.4	)*
March 31, 2002		¥14.74		¥13.93		1.7		57.3			36.0

(Notes)

(1)	The average number of shares of common stock in issue was 1,457,297,148 shares for the fiscal year ended March 31, 2003 and 1,115,620,523 shares for the fiscal year ended March 31, 2002.
(2)	No change in accounting treatment was made during the fiscal year ended March 31, 2003.
(3)	The percentages presented in the column “Net premiums written”, “Ordinary profit” and “Net income” above represent an increase or decrease ratio in comparison with the corresponding figures for the previous fiscal year.
•	Net loss ratio = (Net claims paid + Loss adjustment expense) / Net premiums written × 100
•	Net operating expenses ratio = (Commissions and collection expenses + Operating expenses and general an administrative expenses) / Net premiums written × 100
	(Operating expenses and general and administrative expenses are limited to those incurred with underwriting of insurance.)
*	The figures presented in parenthesis in the column “Net premiums written”, “Net loss ratio” and “Net claims paid” represent the amount after deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, and is provided for the purpose of comparison with other companies. Since the relevant amount of this refundable premium is reserved in the underwriting reserves, it has no effect on ordinary profit nor net income for the fiscal year ended March 31, 2003.

(2) Dividends

		Annual dividend per share
		Interim dividend
		per share		Year-end dividend per share
For the fiscal year ended March 31, 2003	¥7.50		–		¥7.50
For the fiscal year ended March 31, 2002	¥7.50		–		¥7.50

						Dividend as a
	Total dividends					percentage of
	per year		Dividend as a percentage of			shareholders’
	(¥ mil.)		net income			equity
For the fiscal year ended March 31, 2003		10,886		33.9	%		1.1	%
For the fiscal year ended March 31, 2002		10,949		66.6	%		0.9	%

(3) Non-consolidated financial conditions

					Shareholders’
					equity as a			Shareholders’ equity
	Total assets		Shareholders’ equity		percentage of total			per share
	(¥ mil.)		(¥ mil.)		assets			(¥)
For the fiscal year ended March 31, 2003		5,900,738		1,026,508		17.4	%		707.10
For the fiscal year ended March 31, 2002		6,897,755		1,262,507		18.3	%		864.74

(Notes)

(1)	The number of shares of common stock in issue was 1,451,592,169 shares as of March 31, 2003 and 1,459,972,121 shares as of March 31, 2002.
(2)	The number of treasury stock was 28,301,836 shares as of March 31, 2003 and 19,921,884 shares as of March 31, 2002.

2. Non-consolidated operating results forecast for the Year ending March 31, 2004 (from April 1, 2003 to March 31, 2004)

								Annual dividend
								per share
	Net premiums written			Ordinary income		Net income		Interim dividend		(Year-end dividend)
	¥ mil			¥ mil		¥ mil
For the six months ending		(647,000	)*
September 30, 2003		644,000			31,000		18,000		—		—	—
	¥ mil			¥ mil		¥ mil
For the fiscal year ending		(1,297,000	)*
March 31, 2004		1,295,000			70,000		38,000		—		¥7.50	¥7.50

The estimated net income per share for the fiscal year ending March 31, 2004:  ¥26.12

Note:

The foregoing are forward-looking statements based on a number of assumptions and beliefs in light of the information currently available to management and subject to significant risks and uncertainties. Actual financial results may differ materially depending on a number of factors including, adverse economic conditions, currency exchange rate fluctuations, adverse legislative and regulatory developments, delays in new product launches, pricing and insurance product initiatives of competitors, the inability of the Company to market existing and new insurance products effectively, infringements intellectual property rights of the Company and the adverse outcome of material litigation.

(Note)	Please refer to page 27 of the Japanese original version with respect to the preconditions and other related matters for the operating results forecast stated above.
*	The figure presented in parenthesis in the column “Net premiums written” represents the amount after deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, and is provided for the purpose of comparison with other companies.

The figures after deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, is presented herein.

Income and Loss for the Year ended March 31, 2003
in comparison with the Previous Fiscal Year

(All amounts are in millions of yen.)

Years										Percentage of
		For the fiscal year			For the fiscal year					increase or
Accounts		ended March 31, 2002			ended March 31, 2003			Fluctuation		decrease
Direct premiums written (including												%
deposit premiums from policyholders)			1,578,745			1,618,190			39,445		2.5
Direct premiums written			1,282,014			1,311,432			29,418		2.3
Ordinary Income and Expenses
Underwriting income			1,681,851			1,687,038			5,186		0.3
	Net premiums written		1,175,662			1,250,521			74,859		6.4
	Deposit premiums from policyholders		296,730			306,757			10,027		3.4
Underwriting expenses			1,451,341			1,443,941			-7,400		- 0.5
	Net losses paid		623,216			620,679			- 2,536		- 0.4
	Losses adjustment expenses		56,853			57,286			432		0.8
	Commissions and collection expenses		207,580			212,260			4,679		2.3
	Deposits to policyholders		523,145			538,281			15,136		2.9
Investment income			102,652			100,493			- 2,158		- 2.1
	Interest and dividend received		129,222			116,816			-12,405		-9.6
	Gain on sales of securities		37,922			44,879			6,956		18.3
Investment expenses			36,422			76,135			39,712		109.0
	Loss on sales of securities		2,845			14,943			12,098		425.2
	Loss on valuation of securities		27,125			50,265			23,140		85.3
Operating expenses and general and administrative expenses			234,929			220,524			- 14,405		- 6.1
Operating expenses and general and administrative expenses for underwriting			219,808			205,623			- 14,184		- 6.5
Other ordinary income and expenses			825			748			- 76		- 9.3
Ordinary profit			62,635			47,679			- 14,955		- 23.9
Underwriting gain			10,228			36,976			26,747		261.5
Extraordinary Income and Losses
	Extraordinary income		12,361			22,056			9,694		78.4
	Extraordinary losses		42,739			15,801			- 26,937		- 63.0
	Extraordinary income and losses		- 30,377			6,254			36,632		—
Income before income taxes			32,257			53,934			21,676		67.2
Income tax and residents tax			16,797			33,681			16,883		100.5
Adjustment to income taxes			- 8,148			- 12,109			- 3,961		—
Net income			23,607			32,362			8,755		37.1
Unappropriated retained earnings brought forward from the previous fiscal year			16,942			21,827			4,885		28.8
Reversal of reserve for special depreciation			143			—			- 143		- 100.0
Reversal of reserve for overseas investment loss			0			—			- 0		- 100.0
Reversal of reserve for deferred profit			4			—			- 4		- 100.0
Provision for reserve for deferred profit			60			—			- 60		- 100.0
Adjustments due to merger			- 40			—			40		—
Unappropriated retained earnings at end of year			40,597			54,190			13,593		33.5
Ratio				%			%
Net loss ratio			57.8			54.2
Net operating expense ratio			36.4			33.4
Yield on investment asset (income yield)			2.54			2.37
Yield on asset management (realized yield)			2.71			1.82

(Reference) Total return based on the fair value: -2.59% for the fiscal year ended March 31, 2002
- -5.18% for the fiscal year ended March 31, 2003

(Note) Underwriting gain = Underwriting income — (Underwriting expenses + Operating expenses and general and administrative expenses for underwriting) + Other income and expenses
“Other income and expenses” includes the amounts equivalent to income taxes incurred with Compulsory automobile liability insurance, etc.

The figures after deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, is presented herein.

     Direct premiums written (including deposit premiums from policyholders)

(All amounts are in millions of yen.)

Years			For the fiscal year ended March 31, 2002								For the fiscal year ended March 31, 2003
Accounts			Amount		Increase			Ratio			Amount		Increase			Ratio
							%			%					%			%
	Fire Insurance			255,832		- 5.5			16.2			261,883		2.4			16.2
	Marine Insurance			58,534		5.3			3.7			59,166		1.1			3.7
	Personal Accident Insurance			340,154		- 16.0			21.5			351,398		3.3			21.7
	Automobile Insurance			582,516		1.3			36.9			581,640		- 0.2			35.9
	Compulsory Automobile Liability Insurance			149,910		0.1			9.5			181,560		21.1			11.2
	Other			191,796		- 0.6			12.2			182,541		- 4.8			11.3
		Total		1,578,745		- 4.2			100.0			1,618,190		2.5			100.0
Deposit premiums from policyholders (inclusive)				296,730		- 20.5			18.8			306,757		3.4			19.0

     Net premiums written

(All amounts are in millions of yen.)

Years		For the fiscal year ended March 31, 2002								For the fiscal year ended March 31, 2003
Accounts		Amount		Increase			Ratio			Amount		Increase			Ratio
						%			%					%			%
Fire Insurance			161,572		- 1.6			13.7			166,317		2.9			13.3
Marine Insurance			49,827		6.1			4.2			52,506		5.4			4.2
Personal Accident Insurance			124,225		- 5.0			10.6			122,726		- 1.2			9.8
Automobile Insurance			580,162		1.4			49.4			579,490		- 0.1			46.3
Compulsory Automobile Liability Insurance			90,513		3.2			7.7			165,034		82.3			13.2
Other			169,361		6.1			14.4			164,445		- 2.9			13.2
	Total		1,175,662		1.2			100.0			1,250,521		6.4			100.0

     Net losses paid

(All amounts are in millions of yen.)

		For the fiscal year
Years		ended March 31, 2002						For the fiscal year ended March 31, 2003
						Net loss						Net loss
Accounts		Amount		Increase		ratio		Amount		Increase		ratio		(Fluctuation)
					%		%				%		%		%
Fire Insurance			49,422		- 12.7		32.8		53,094		7.4		34.0		1.2
Marine Insurance			28,282		13.5		60.1		23,901		- 15.5		48.4		- 11.7
Personal Accident Insurance			51,324		- 5.6		44.2		50,308		- 2.0		44.5		0.3
Automobile Insurance			334,919		0.1		63.2		330,411		- 1.3		62.7		- 0.5
Compulsory Automobile Liability Insurance			56,479		- 0.3		74.4		60,948		7.9		42.7		- 31.7
Other			102,788		8.8		63.9		102,015		- 0.8		65.4		1.5
	Total		623,216		0.3		57.8		620,679		- 0.4		54.2		- 3.6

(Note 1)	Net loss ratio is calculated on the basis of net losses paid adding to loss adjustment expenses.
(Note 2)	The refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity:

For the fiscal year ended March 31, 2002:	¥ 11,542 million
For the fiscal year ended March 31, 2003:	- ¥ 15,208 million

Balance Sheet

(All amounts are in millions of yen.)

Years			For the fiscal year ended				For the fiscal year ended
			March 31, 2002				March 31, 2003
			(As of March 31, 2002)				(As of March 31, 2003)
Accounts			Amount		Ratio		Amount		Ratio		Fluctuation
		(Assets)								%
Cash deposits and savings				342,694		4.97		294,698		5.00		- 47,995
	Cash on hand			1,193				1,153
	Deposits in banks			341,500				293,544
Call loans				—		—		5,000		0.09		5,000
Futures bought				—		—		1,999		0.03		1,999
Monetary claims bought				17,774		0.26		38,574		0.65		20,799
Money trusts				38,416		0.56		26,758		0.45		- 11,657
Investments in securities				4,556,189		66.05		4,097,594		69.44		- 458,594
	Government bonds			116,206				106,936
	Municipal bonds			530,675				461,118
	Corporate bonds			1,116,516				1,200,641
	Stocks			1,919,063				1,436,260
	Foreign securities			839,011				821,127
	Other securities			34,715				71,508
Loans				757,797		10.98		716,542		12.14		- 41,254
	Policy loans			25,887				22,441
	General loans			731,909				694,101
Property and equipment				306,376		4.44		321,206		5.44		14,829
	Land			100,119				107,709
	Buildings			174,922				187,467
	Equipment			30,543				25,250
	Construction in progress			791				778
Other assets				334,717		4.85		337,325		5.72		2,607
	Premiums receivable			3,798				2,387
	Due to agents			82,253				74,572
	Due to foreign agents			2,361				3,308
	Co-insurance business receivable			6,929				6,988
	Reinsurance business receivable			61,698				62,732
	Foreign reinsurance business receivable			23,237				24,246
	Agent business receivable			516				533
	Other receivable			10,529				24,928
	Accrued income			22,025				19,551
	Guarantee deposits			29,234				28,651
	Deposits with the Japan Earthquake Reinsurance Company			47,923				50,829
	Suspense payments			38,660				32,702
	Assets related to derivative transactions			3,857				3,634
	Deferred loss on hedge accounting for derivatives			1,001				1,569
	Other assets			690				690
Deferred tax assets				—		—		34,885		0.59		34,885
Customers’ liability under acceptances and guarantees				569,505		8.26		45,771		0.78		- 523,734
Bad debts reserve				- 25,707		- 0.37		- 19,606		- 0.33		6,100
Reserve for loss on investments				- 8		- 0.00		- 12		- 0.00		- 3
Total Assets				6,897,755		100.00		5,900,738		100.00		- 997,017

(All amounts are in millions of yen.)

Years					For the fiscal year ended				For the fiscal year ended
					March 31, 2002				March 31, 2003
					(As of March 31, 2002)				(As of March 31, 2003)
Accounts					Amount		Ratio		Amount		Ratio		Fluctuation
				(Liabilities)
Underwriting funds						4,512,929		65.43		4,448,076		75.38		- 64,853
	Outstanding claims					405,463				420,063
	Underwriting reserve					4,107,466				4,028,012
Convertible bonds						85,098		1.23		22,250		0.38		- 62,848
Other liabilities						150,437		2.18		186,800		3.16		36,362
	Co-insurance business payable					7,397				8,714
	Reinsurance business payable					44,506				50,453
	Foreign reinsurance business payable					20,310				23,186
	Agent business payable					179				241
	Income taxes payable					5,298				25,924
	Guarantee money					11,215				17,689
	Advance received					892				426
	Other payable					34,221				30,767
	Suspense receipts					17,473				15,117
	Liabilities related to derivative transactions					2,190				11,520
	Deferred profit on hedge accounting for derivatives					5,186				1,177
	Other liabilities					1,565				1,581
Reserve for annuity and retirement benefits						163,190		2.37		152,095		2.58		- 11,094
Accrued bonuses for employees						10,685		0.15		11,507		0.19		822
Reserve for loss on sale of loans						1,619		0.02		—		—		- 1,619
Reserve for loss on investment in real estate						1,220		0.02		1,220		0.02		—
Reserve for price fluctuation						20,429		0.30		6,507		0.11		- 13,922
Deferred tax liabilities						120,132		1.74		—		—		- 120,132
Liabilities under acceptances and guarantees						569,505		8.26		45,771		0.78		- 523,734
Total liabilities						5,635,248		81.70		4,874,229		82.60		- 761,019
			(Shareholders’ Equity)
Common stock						128,476		1.86		128,476		2.18		—
Capital surplus						81,991		1.19		81,991		1.39		—
	Additional paid-in capital					81,991				81,991
Retained earnings						383,977		5.57		405,306		6.87		21,329
	Legal earned reserve					36,040				38,340
	General reserve					307,339				312,775
		Special reserve				90,600				93,400
		Reserve for dividend				66,400				67,200
		Reserve for officers’ retirement benefit				1,400				1,400
		Special reserve for policyholders				146,900				148,900
		Reserve for overseas investment loss				7				6
		Reserve for special depreciation				1,341				1,182
		Reserve for deferred profit				690				686
	Unappropriated retained earnings					40,597				54,190
		Net income				23,607				32,362
Unrealized gains on investments, net of tax						679,664		9.85		426,705		7.23		- 252,959
Treasury stock						- 11,603		- 0.17		- 15,971		- 0.27		- 4,368
Total shareholders’ equity						1,262,507		18.30		1,026,508		17.40		- 235,998
Total Liabilities and Shareholders’ equity						6,897,755		100.00		5,900,738		100.00		- 997,017

Statement of Income

(All amounts are in millions of yen.)

Years			For the fiscal year ended		For the fiscal year ended
			March 31, 2002		March 31, 2003
			(April 1, 2001-March 31 2002)		(April 1, 2002-March 31 2003)
Accounts			Amount		Amount		Fluctuation
Ordinary Income and Expenses
Ordinary Income				1,794,599		1,791,223		- 3,375
	Underwriting income			1,687,961		1,687,038		- 923
		Net premiums written		1,187,204		1,235,313		48,108
		Deposit premiums from policyholders		296,730		306,757		10,027
		Investment income on deposit premiums from policyholders		71,226		65,442		- 5,784
		Reversal of underwriting reserve		132,243		79,453		- 52,789
		Foreign exchange gain		504		—		- 504
		Other underwriting income		50		71		20
	Investment income			102,652		100,493		- 2,158
		Interest and dividends received		129,222		116,816		- 12,405
		Investment gain on money trusts		1,950		1,375		- 575
		Investment gain on trading securities		—		467		467
		Gain on sales of securities		37,922		44,879		6,956
		Profit on redemption of securities		1,898		1,991		93
		Foreign exchange gain		1,588		—		- 1,588
		Reversal of reserve for investment loss		5		—		- 5
		Other investment income		1,290		404		- 886
		Transfer of investment income on deposit premiums from policyholders		- 71,226		- 65,442		5,784
	Other ordinary income			3,986		3,691		- 294
Ordinary Expense				1,731,964		1,743,544		11,579
	Underwriting expenses			1,457,451		1,443,941		- 13,510
		Net claims paid		623,216		620,679		- 2,536
		Losses adjustment expenses		56,853		57,286		432
		Commissions and collection expenses		207,580		212,260		4,679
		Maturity refunds to policyholders		523,145		538,281		15,136
		Dividends to policyholders		409		79		- 330
		Provision for outstanding claims		24,759		14,600		- 10,159
		Provision for underwriting reserve		20,799		—		- 20,799
		Foreign exchange loss		347		451		103
		Other underwriting expenses		338		303		- 35
	Investment expenses			36,422		76,135		39,712
		Loss on money trusts		4,125		3,851		- 273
		Loss on sales of securities		2,845		14,943		12,098
		Loss on valuation of securities		27,125		50,265		23,140
		Loss on redemption of securities		39		12		- 26
		Loss on derivative transactions		1,269		3,025		1,756
		Foreign exchange loss		206		3,063		2,857
		Provision for reserve for investment loss		—		3		3
		Other investment expenses		811		968		156
	Operating expenses and general and administrative expenses			234,929		220,524		- 14,405
	Other ordinary expenses			3,160		2,943		- 217
		Interest paid		1,163		853		- 309
		Loss on bad debts		0		38		37
		Other ordinary expenses		1,995		2,050		54
Ordinary profit				62,635		47,679		- 14,955
Extraordinary Income and Losses
	Extraordinary income			12,361		22,056		9,694
		Gain on sales of real estate and equipment		1,303		4,405		3,102
		Reversal of reserve for price fluctuation		1,859		13,922		12,062
		Other extraordinary income		9,199		3,728		- 5,470
	Extraordinary losses			42,739		15,801		- 26,937
		Loss on sales of real estate		3,069		2,487		- 582
		Provision for reserve for price fluctuation		2,712		—		- 2,712
		Other extraordinary losses		36,957		13,314		- 23,643
Income before income taxes				32,257		53,934		21,676
Income tax and residents tax				16,797		33,681		16,883
Adjustment to income taxes				- 8,148		- 12,109		- 3,961
Net income				23,607		32,362		8,755
Unappropriated retained earnings brought forward from the previous fiscal year				16,942		21,827		4,885
Reversal of reserve for special depreciation				143		—		- 143
Reversal of reserve for overseas investment loss				0		—		- 0
Reversal of reserve for deferred profit				4		—		- 4
Reserve for deferred profit				60		—		- 60
Adjustments due to merger				- 40		—		40
Unappropriated retained earnings at end of year				40,597		54,190		13,593

STATEMENT OF PROPOSED APPROPRIATION OF RETAINED EARNINGS

				(All amounts are in millions of yen.)
Years
				For the fiscal year ended		For the fiscal year ended
				March 31, 2002		March 31, 2003		Fluctuation
Accounts
Unappropriated retained earnings at end of year:					40,597		54,190		13,593
Transfer from appropriated retained earnings					164		240		76
		Reserve for overseas investment loss			0		0
		Reserve for special depreciation			159		231
		Reserve for deferred profit			4		8
			Total		40,761		54,430		13,669
Appropriations					18,933		23,166		4,233
		Legal earned reserve			2,300		2,200
		Dividends to shareholders			10,949		10,886
				(Ordinary dividends		(Ordinary dividends
				of ¥7.50 per share)		of ¥7.50 per share)
	Officers’ bonuses				84		80
	Transfer to appropriate retained earnings				5,600		10,000
	Special reserve				2,800		5,000
	Reserve for dividend				800		1,000
	Special reserve for policyholders				2,000		4,000
Retained earnings carried forward to next year:					21,827		31,263		9,436

(Notes)	1. Officers’ bonuses are for Directors only.
	2. Any amount less than one million yen is disregarded.

(Notes to Non-Consolidated Financial Statements for the Year ended March 31, 2003)
(Notes to Balance Sheet)

1. Valuation policies and methods of securities are as follows:

(1)	Trading securities are valued at fair value. Cost of sales is calculated using moving average method.
(2)	Securities held to maturity are valued at amortized cost.
(3)	Stocks of subsidiaries and affiliates are valued at cost using the moving average method.
(4)	Other securities with fair values are valued at fair value as at March 31, 2003. Net unrealized gains or losses are reported as a separate component of stockholders’ equity, and cost of sales is calculated using moving average method.
(5)	Other securities without fair values are valued at cost using the moving average method or amortized cost.

2.	Securities managed as a major component of trust assets in the money trust are valued at fair value.
3.	Derivative financial instruments are valued at fair value. Provided, however, that derivative transactions that meet the certain criteria of transfer treatments of forward exchange transactions are accounted for under transfer treatments, and interest rate swaps that meet the certain criteria are accounted for under exceptional methods.
4.	Depreciation of property and equipment is computed using the declining-balance methods, except for buildings (excluding fixtures) acquired after 1st April, 1998, for which the straight-line method is applied.
	Properties acquired for the purpose of collection of claims paid and planned to be sold are valued at cost or market whichever is lower basis, and they have not been amortized.
5.	Translation of foreign currency assets and liabilities into Japanese yen complies with the provisions of the Accounting Standards for Foreign Currency Transactions.

6.	(1)	Bad debt reserve is established under the standard for self-assessment of assets and the policy for depreciation and provision is as follows.
		A reserve for bad debts for loans to debtors who are legally or formally deemed to be experiencing financial difficulties such as bankruptcy, special liquidation or whose notes are under suspension at clearing houses, and loans for debtors who are substantially bankrupt are provided for based on the amount remaining after deducting the collateral’s resale value and amounts collectible from guarantees.
		A bad debt reserve for loans to debtors likely to experience financial difficulties in the future is provided based on the amount remaining after deducting the collateral’s resale value and amounts collectible from guarantees considering comprehensively debtors’ abilities to repay the entire outstanding debts.
		For loans other than those described above, a bad debt reserve is calculated by multiplying actual historical bad debt ratios times outstanding balances.
		Reserve for loans and receivables are provided for based on assessment under the assets self-assessment standard. The assessment was performed by the

	departments responsible for each asset. The independent internal audit department reviews those results.
(2)	Reserve for loss on investments is established as the result of management assessment for future possible losses on investments.
(3)	Reserve for annuity and retirement benefit is established to provide for future retirement benefits based on the estimated retirement benefit obligation and plan assets at March 31, 2003.
	Prior service costs are amortized using the straight-line method over certain periods within the estimated average remaining service years of employees.
	Actuarial gains and losses are amortized from the next fiscal year using the straight-line method over certain periods within the estimated average remaining service years of employees.
(4)	Accrued bonuses for employees are based on estimated amounts to be paid at March 31, 2003.
(5)	Reserve for loss on valuation of real estate is provided for based on the estimated amounts for future possible losses relating to future real estate transactions at March 31, 2003.

7.	Reserve for price fluctuation is recognized under Article 115 of the Insurance Business Law to provide for possible losses arising from price fluctuations of investment securities.
8.	Profit and losses on stock price option contracts for hedging purposes arising from fluctuations in stock prices relating to holding stocks and currency swap contracts for hedging purposes arising from cash flow fluctuations of foreign-denominated bonds due to fluctuations in foreign exchanges are accounted for under the deferral hedge accounting method. Interest rate swap contracts for hedging risks, arising from fluctuations in cash flow of loans or bonds relating to fluctuations in interest rates, are accounted for using the deferral hedge accounting method or the exceptional method.
	Hedging effectiveness is assessed semi-annually by comparing cumulative fluctuations of the prices or cash flows between the hedged items and the hedging instruments during the periods from the hedging start dates to the assessment dates. When hedged items and hedging instruments are highly and clearly interrelated or when interest swap transactions meet the criteria for applying the exceptional method, the assessments for the effectiveness of hedging are omitted.
9.	Consumption tax is accounted for under the “Zei Nuki” (tax exclusive) method except those relating to loss adjustment expenses and operating and general and administrative expenses, which are accounted for under the “Zei Komi” (tax inclusive) method. Non-deductible consumption tax relating to assets is included in suspense payments and amortized in equal installments over a period of five years.
10.	Finance leases, except for those in which ownership is considered transferred to the lessee, are accounted for as operating leases similar to the rental of property.
11.	Credit derivative transactions, which were treated in the same manner as guarantee liabilities until the previous fiscal year, are stated in the balance sheet at their reasonable value from the fiscal year under review. As a result, in comparison with the case according to the previous method, ordinary income and

income before income taxes decreased by ¥6,824 million. Customers’ liabilities under acceptance and guarantees and liabilities under acceptance and guarantees decreased by ¥533,126 million, respectively.

12.	(1)	Loans to financially impaired parties and overdue loans amounted to ¥78 million and ¥9,561 million, respectively. Loans to financially impaired parties represent those loans on which accrued interest receivable is not recognized because repayments of principal or interest were overdue for considerable periods and they are regarded as not collectible (excluding the portion of loans that were written off) and which meet the conditions provided in Article 96, section 1-3, 4 of the Corporation Tax Enforcement Order (1965 Government Ordinance No. 97).
		Overdue loans represent loans not accruing interest excluding loans that have been granted grace for interest payments for the purpose of restructuring of, or support to debtors in financial difficulty and excludes loans to financially impaired parties.
	(2)	Overdue loans not less than 3 months amounted to ¥692 million. Overdue loans not less than 3 months represent loans for which principal or interest was not less than 3 months past after the contractual due date for repayment of principal or interest and excludes loans to financially impaired parties and overdue loans.
	(3)	Restructured loans amounted to ¥21,866 million. Restructured loans have favorable terms to debtors such as interest exemption or reduction, grace on interest payments, grace on principal repayments, or forgiveness of debts for the purpose of restructuring of or support to debtors in financial difficulty. Loans to financially impaired parties, overdue loans and loans overdue not less than 3 months are excluded.
	(4)	Loans to financially impaired parties, overdue loans, overdue loans not less than 3 months, and restructured loans amounted to ¥32,199 million.

13.	Accumulated depreciation of property and equipment amounted to ¥280,823 million. The acquisition costs of certain properties were reduced by ¥22,822 million representing deferred profit on sales of other properties.
14.	Net income per share for the year ended March 31, 2003 was ¥22.15.
	Net income for the fiscal year under review as calculation base amounted to ¥32,362 million, of which such income as not attributable to shareholders is ¥80 million of officers’ bonuses, net income for the business year under review attributable to shareholders is ¥32,282 million and the average number of shares of common stock during the fiscal year under review is 1,457,297 thousand shares.
	In calculating net income per share, the “Accounting Rules on Net Income Per Share for the Current Year” (Corporate Accounting Rules No. 2) and the “Guideline for Application of the Accounting Rules on Net Income Per Share for the Current Year” (Guideline for Application of Corporate Accounting Rules No. 4) have been applied as from the fiscal year under review. Net income per share for the fiscal year under review as calculated according to the prior method is ¥22.20.
15.	Net assets under the provision of Article 290, Section 1, Item 6 of the Commercial Code amounted to ¥421,646 million.

16.	The aggregate amounts of receivable from and payable to subsidiaries amounted to ¥9,995 million and ¥5,190 million, respectively.
17.	The carrying values of the investments in subsidiaries amounted to ¥101,410 million.
18.	Collateralized securities amounted to ¥22,168 million, collateralized land amounted to ¥5,324 million and collateralized buildings amounted to ¥8,843 million. They include collateral for borrowings of special purpose companies, etc. in the amount of ¥9,104 million and deposited assets for overseas operation, etc.
19.	Government bonds, corporate bonds, and foreign securities include those which were loaned under loan agreements in the aggregate amount of ¥63,323 million.
20.	Details of retirement benefits are as follows:

(1) Details of retirement benefit obligation:

Projected retirement benefit obligation	- ¥ 358,263 million
Plan assets	¥ 146,966 million
Unfunded obligation	- ¥ 211,297 million
Unrecognized actuarial losses	¥ 73,029 million
Unrecognized prior service costs	- ¥ 13,828 million
Reserve for annuity and retirement benefits	- ¥ 152,095 million

(2) Actuarial assumptions of retirement benefit obligation:

Allocation method of retirement benefits	Straight-line method
Discount rate	2.00%
Rate of expected return on plan assets	3.00%
Amortization period for prior service costs	4 years
Amortization period for actuarial losses	10 years

21.	Deferred tax assets and deferred tax liabilities amounted to ¥291,859 million and ¥243,789 million, respectively. The valuation allowance deducted from deferred tax assets amounted to ¥13,184 million.
	Deferred tax assets mainly arose from the underwriting reserve of ¥145,018 million, reserve for annuity and retirement benefit of ¥50,956 million, investment in securities of ¥37,257 million and software costs of ¥15,820 million.
	Deferred tax liabilities mainly arose from net unrealized gains on other securities and monetary claims bought amounting to ¥241,065 million.
22.	The Company has extended a guarantee for execution of transactions made by limited partnership. The total of present value of such transactions at March 31, 2003 amounted to ¥215,688 million, though such amount was not reckoned as customers’ liabilities under acceptance and guarantees and liabilities under acceptance and guarantees since there is no substantial guaranteed amount taking account of collaterals, etc.
23.	The guarantee of ¥34,101 million is provided to subsidiaries in connection with insurance written by subsidiaries.
24.	The balance of loans not extended concerning a loan commitment agreement is ¥1,314 million.
25.	The format of the balance sheet was changed from this fiscal year under review, in conformity with a revision of the Insurance Business Enforcement Regulations. The principal changes are as follows:

(1)	“Common stock”, “Legal reserve” and “Retained earnings” used to be shown as items of “Stockholders’ Equity” hitherto appears as “Common stock”, “Capital surplus” and “Retained earnings”.
(2)	“Unrealized gains on investments” as shown hitherto appears as “Unrealized gains on investments, net of tax”.

26. Amounts are given in the stated unit of presentation, by deleting any amount less than the stated unit of presentation.

(Notes to Statement of Income)

1. The aggregate amounts of income and expenses resulting from transactions with subsidiaries amounted to ¥24,156 million and ¥48,069 million, respectively.

2. (1) Details of net premiums written are as follows:

Premiums written		¥1,487,686 million
Reinsurance premiums ceded		¥252,373 million
	(Net)	¥1,235,313 million

(2) Details of net claims paid are as follows:

Claims paid		¥793,025 million
Reinsurance claims recovered		¥172,345 million
	(Net)	¥620,679 million

(3) Details of commissions and collection expenses are as follows:

Commissions and collection expenses paid		¥228,271 million
Reinsurance commissions received		¥16,011 million
	(Net)	¥212,260 million

(4) Details of interest and dividends received are as follows:

Interest on deposits and savings		¥1,127 million
Interest on call loans		¥2 million
Interest on futures bought		¥0 million
Interest on monetary claims bought		¥69 million
Interest and dividends on investment securities		¥89,623 million
Interest on loans		¥16,579 million
Rental income from properties		¥8,583 million
Other interest		¥831 million
	Total	¥116,816 million

3.	Net valuation gains and losses included in investment gain and loss on money trusts are a gain of ¥3,623 million and the net amount of valuation gains and losses included in loss on derivative transactions is a loss of ¥7,529 million.
4.	Other extraordinary income represents reversal of bad debts reserve.
5.	Other extraordinary losses represent miscellaneous merger expenses of ¥7,608 million, extra retirement pay due to the outplacement support system of ¥4,491 million, the valuation losses of land and buildings due to significant declines in fair values of ¥1,215 million.
6.	Costs for retirement benefits included in loss adjustment expenses, operating expenses and general and administrative expenses amounted to ¥13,499 million and those consists of the following items (in million of yen);

Service costs:		¥12,422 million
Interest costs:		¥7,943 million
Expected return on plan assets:		- ¥4,410 million
Amortization of actuarial losses		¥2,767 million
Amortization of prior service costs:		- ¥5,223 million
	Total:	¥ 13,499 million

7.	Normal income tax rate is 36.1% at the end of the fiscal year under review. The effective tax rate upon the application of deferred tax accounting is 40.0%. The difference arises mainly from a 6.4% increase in the valuation allowance and dividends received which are excluded from taxable income (6.1%), and entertainment expenses which are excluded from tax deductible expenses (2.0%).
8.	The “Accounting Standards regarding Treasury Stock and Reversal of Statutory Reserve, etc. (Corporate Accounting Standard No. 1)” has been applied from the fiscal year under review. There has been no impact on gains and losses for the fiscal year under review arising from such accounting change.
9.	Amounts are given in the stated unit of presentation, by deleting any amount less than the stated unit of presentation.

Important Subsequent Events

     The Company has been granted authorization from the Minister of Health, Labor and Welfare for exemption from the duty of future payment for the substituted portion of the welfare annuity fund as of April 1, 2003 as a result of the enforcement of the Defined Benefit Corporate Pension Law.

     The Company plans to recognize the difference arising from the retirement benefit obligation with respect to the substituted portion and an amount equivalent to the refunded plan assets as income or loss on the Company’s financial statements on the date that the substituted portion is returned. The interim measures prescribed by Paragraph 2, Section 47 of the “Guidelines for the Practice of Retirement Benefit Accounting (interim report)” (Report No. 13, Accounting System Committee, The Japanese Certified Public Accountants) will not be applied.

     In the light of fluctuations in the fair values of plan assets held by the Company and undecided refundable amount of plan assets, the actual amount to be recognized as income or loss on the date that the substituted portion is returned, has not yet been determined. If the said Guidelines were applied, the impact on the settlements of accounts of the Company would be approximately ¥33 billion (extraordinary income) on a trial basis.

Lease Transactions

Fiscal year ended March 31, 2002				Fiscal year ended March 31, 2003
(From April 1, 2001 to March 31, 2002)				(From April 1, 2002 to March 31, 2003)
	Finance leases, except for those in which ownership is considered transfer to the lessee				Finance leases, except for those in which ownership is considered transfer to the lessee
1.	The pro forma amounts of the acquisition costs, accumulated depreciation and net book value of the leased assets as of March 31, 2002 were as follows:			1.	The pro forma amounts of the acquisition costs, accumulated depreciation and net book value of the leased assets as of March 31, 2003 were as follows:
			(Millions of yen)				(Millions of yen)
Acquisition costs				Acquisition costs
Accumulated depreciation				Accumulated depreciation
Net book value				Net book value
Equipment				Equipment
		2,982				1,398
		2,266				1,156
		715				242
	The acquisition costs shown above represent the aggregate future minimum lease payments because such payments were immaterial to the net book value of real property and equipment at March 31, 2002.			(Note) Same as that for the fiscal year ended March 31, 2002.
2.	Future minimum lease payments outstanding as of March 31, 2002 are summarized as follows:			2.	Future minimum lease payments outstanding as of March 31, 2003 are summarized as follows:
Due in one year or less				Due in one year or less
			¥473 million				¥195million
Due after one year				Due after one year
			242 million				46million
Total			¥715 million	Total			¥242 million
	The future minimum lease payments shown above represent the total lease payments including the interest portion thereon because such payments were immaterial to the net book value of real property and equipment at March 31, 2002.				Same as that for the fiscal year ended March 31, 2002.
3.	Lease payments and depreciation of leased assets are shown below:			3.	Lease payments and depreciation of leased assets are shown below:
Lease payments				Lease payments
			¥1,424 million				¥472million
Depreciation				Depreciation
			¥1,424 million				¥472million
4.	Method of calculation of depreciation			4.	Method of calculation of depreciation
	Depreciation of leased assets is calculated by the straight-line method over the respective lease terms assuming a residual value of zero.				Same as that for the fiscal year ended March 31, 2002.

Securities

1.	Trading securities:    Not applicable.
2.	Securities held to maturity with fair values:

(Millions of yen)

				For the fiscal year ended						For the fiscal year ended
				March 31, 2002						March 31, 2003
Types of securities				(As of March 31, 2002)						(As of March 31, 2003)
				Carrying				Unrealized		Carrying				Unrealized
				value		Fair Value		gain (loss)		value		Fair Value		gain (loss)
Securities, of which fair value is more than carrying value of the balance sheet		Foreign securities			1,136		1,645		508		—		—		—
Securities, of which fair value is not more than carrying value of the balance sheet			—		—		—		—		—		—		—
	Total				1,136		1,645		508		—		—		—

3.	Stocks of subsidiaries and affiliates with fair values:    Not applicable.
4.	Other securities with fair values:

(Millions of yen)

			For the fiscal year ended						For the fiscal year ended
			March 31, 2002						March 31, 2003
Types of securities			(As of March 31, 2002)						(As of March 31, 2003)
			Acquisition		Carrying		Unrealized		Acquisition		Carrying		Unrealized
			costs		value		gain (loss)		costs		value		gain (loss)
Securities, of which carrying value is more than acquisition costs		Bonds and debentures		1,523,553		1,586,324		62,770		1,659,884		1,742,136		82,252
		Stock		812,854		1,739,127		926,273		677,579		1,211,633		534,054
		Foreign securities		572,135		667,810		95,675		552,109		645,818		93,708
		Other		18,333		19,462		1,128		39,255		40,123		867
		Subtotal		2,926,876		4,012,724		1,085,848		2,928,828		3,639,711		710,882
Securities, of which carrying value is not more than acquisition costs		Bonds and debentures		174,601		172,474		-2,127		21,610		21,359		-250
		Stock		120,400		101,503		-18,897		176,985		144,264		-32,721
		Foreign securities		78,160		75,092		-3,068		89,486		80,619		-8,866
		Other		9,862		9,056		-805		21,693		20,055		-1,638
		Subtotal		383,025		358,126		-24,899		309,775		266,299		-43,476
	Total			3,309,902		4,370,850		1,060,948		3,238,603		3,906,010		667,406

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
The Company recognized impairment losses of ¥21,490 million for other securities with fair values.      Impairment losses have been recognized in the case of all securities declining not less than 50% in fair value compared with acquisition costs. Impairment losses have been recognized in the case of securities declining not less than 30% but less than 50% in fair value, only those other than in the case of perspective on recovery of fair value is recognized.	The Company recognized impairment losses of ¥48,293 million for other securities with fair values.       Impairment losses have been recognized in the case of all securities declining not less than 50% in fair value compared with acquisition costs. Impairment losses have been recognized in the case of securities declining not less than 30% but less than 50% in fair value, only those other than in the case of perspective on recovery of fair value is recognized.

5. Other securities, which were sold during the fiscal year under review:

(Millions of yen)

For the fiscal year ended March 31, 2002

For the fiscal year ended March 31, 2003

Types of securities

(April 1, 2001 - March 31, 2002)

(April 1, 2002 - March 31, 2003)

Total gain on

Total loss on

Total gain on

Total loss on

Selling price

sales

sales

Selling price

sales

sales

Other securities

283,411

37,922

2,939

377,478

44,879

14,943

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(April 1, 2001 - March 31, 2002)	(April 1, 2002 - March 31, 2003)
The loss on sales stated in the above table is represented as “loss on sales of securities” after setting-off the reversal of reserve for investment loss amounting to ¥97 million.

6. Information on and amount of securities which are not valued at fair value:

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
(1) Securities held to maturity:	(1) Securities held to maturity:
Transferable deposits of ¥33,145 million, which are included in cash and deposits in banks, and commercial paper of ¥14,808 million, which is included in monetary claims bought in the balance sheet, are accounted for as securities held to maturity.	Transferable deposits of ¥46,088 million, which are included in cash and deposits in banks, and commercial paper of ¥36,763 million, which is included in monetary claims bought in the balance sheet, are accounted for as securities held to maturity.
(2) Stocks of subsidiaries and affiliates:	(2) Stocks of subsidiaries and affiliates:

Stock:	¥36,457 million	Stock:	¥39,689 million
Foreign securities:	¥56,946 million	Foreign securities:	¥70,898 million
Others:	¥3,338 million	Others:	¥6,837 million

(3) Other securities		(3) Other securities
Bonds and debentures:	¥4,599 million	Bonds and debentures:	¥5,199 million
Stock:	¥41,975 million	Stock:	¥40,673 million
Foreign securities:	¥38,026 million	Foreign securities:	¥23,791 million
Others:	¥4,135 million	Others:	¥5,645 million

(Note) “Others” includes beneficiary rights for loan credits trust, which are accounted for as monetary claims bought in the balance sheet. (Note) “Others” includes beneficiary rights for loan credits trust, which are accounted for as monetary claims bought in the balance sheet.

7. Redemption amounts of securities with maturity and securities held to maturity, which are classified as “Other securities”:

(Millions of yen)

	For the fiscal year ended March 31, 2002								For the fiscal year ended March 31, 2003
Types of securities	(As of March 31, 2002)								(As of March 31, 2003)
					Due after 5								Due after 5
			Due after 1		years and in						Due after 1		years and
	Due in 1 year		year and in 5		10 years or		Due after		Due in 1 year		year and in 5		in 10 years		Due after
	or less		years or less		less		10 years		or less		years or less		or less		10 years
National government bonds		11,329		53,974		35,087		15,815		8,616		53,441		31,283		13,594
Municipal bonds		40,995		391,594		95,799		2,285		62,341		313,332		84,350		1,093
Corporate bonds		131,154		558,996		371,358		55,006		124,109		557,974		450,693		67,863
Foreign securities		45,374		335,648		187,976		36,993		23,544		329,897		206,349		31,444
Other securities		47,904		48		—		1,277		82,852		—		—		1,152
Total		276,757		1,340,264		690,222		111,378		301,465		1,254,646		772,677		115,147

(Note) “Other” includes transferable deposits, which are accounted for as cash on hand and deposits in banks and commercial papers, etc. which are accounted for as monetary claims bought in the balance sheet.

Money Trust

1. Money trusts intended for investment:

(Millions of yen)

	For the fiscal year ended March 31, 2002				For the fiscal year ended March 31, 2003
Type	(As of March 31, 2002)				(As of March 31, 2003)
			Unrealized gain				Unrealized gain
			(loss) included in				(loss) included in
	Carrying value		Income and Loss		Carrying value		Income and Loss
Money trusts		37,393		-4,549		24,246		-925

2.	Money trusts held to maturity:    Not applicable.
3.	Money trusts other than those that are intended for investment and held to maturity:

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
There are no monetary trusts to be solely invested which are valued at fair value. The monetary trust intended for joint investment represented as the acquisition costs in the balance sheet is ¥1,023 million.	There are no monetary trusts to be solely invested which are valued at fair value. The monetary trust intended for joint investment represented as the acquisition costs in the balance sheet is ¥2,512 million.

Derivative Transactions

1. Matters relating to the condition of transactions:

For the fiscal year ended March 31, 2002 (From April 1, 2001 to March 31, 2002)	For the fiscal year ended March 31, 2003 (From April 1, 2002 to March 31, 2003)
1. Policy for transactions and purpose of utilizing derivative transactions:   The Company is utilizing derivative transactions to hedge the Company’s exposure to the market risk in connection with price, foreign exchange and interest rate fluctuations in asset management.   In addition to hedging purposes, the Company is utilizing derivative transactions to conservatively obtain investment income within the extent of a certain volume of transactions.	1. Policy for transactions and purpose of utilizing derivative transactions:   The Company is utilizing derivative transactions mainly to hedge the Company’s exposure to the market risk in connection with price, foreign exchange and interest rate fluctuations in asset management.   In addition to hedging purposes, the Company is utilizing derivative transactions, taking into account the risk of contracts, to conservatively obtain investment income.
2. Contents of transaction:   Derivative transactions, which the Company utilized for hedging purpose during the fiscal year under review, consist of forward foreign exchange contracts, currency option contracts, interest rate swap contracts, bond and equity futures, stock option contracts and stock price index futures.   In addition, derivative transactions, which the Company utilized to obtain income, consist of forward foreign exchange contracts, currency option contracts, interest rate swap contracts, interest rate cap contracts, swaptions, bond and equity futures, bond and equity over-the-counter option contracts, stock price index option contracts and weather derivative contracts, etc.	2. Contents of transaction:   Derivative transactions, which the Company utilized for hedging purpose during the fiscal year under review, consist of forward foreign exchange contracts, currency option contracts, currency swap contracts, interest rate swap contracts, bond and equity over-the-counter option contracts, stock price index futures and stock price index option contracts.   In addition, derivative transactions, which the Company utilized to obtain income, consist of forward foreign exchange contracts, currency option contracts, interest rate swap contracts, interest rate cap contracts, swaptions, bond and equity futures, bond and equity futures option contracts, stock price index option contracts, credit derivative contracts and weather derivative contracts, etc.
3. Risks of transactions:   Generally, derivative transactions involve risks related to market price fluctuation of the object of transactions (market risks) and risks related to the default of contracts due to bankruptcy, etc. of counterparty (credit risks).   Weather derivative contracts include risks arising from fluctuation of the events on which respective derivatives are based.   Similarly, derivative transactions, which are utilized by the Company, involve market risks related to price fluctuation of the object of transactions.   However, in case of derivative transactions for hedging purposes, market risk is abated as price fluctuation of assets in kind and that of derivative transactions are reversed.   The Company utilizes no leveraged derivative transactions, which is a special transaction whose ratio of fluctuation of the market price of the relevant transaction to the price fluctuation of the object of the transaction is large.   In addition, to avoid credit risks resulting from the default of contracts, the Company only executes derivative transactions with financial institutions of high credit and diversifies transactions within such financial institutions.	3. Risks of transactions:   Generally, derivative transactions involve risks related to market price fluctuation of the object of transactions (market risks) and risks related to fluctuation of the occurrence of events which derivative transactions have been based on. In addition, risks for the default of contracts due to bankruptcy, etc. of counterparty (credit risks) is included.   Similarly, derivative transactions, which are utilized by the Company, involve market risks related to price fluctuation of the object of transactions.   However, in case of derivative transactions for hedging purposes, market risk is abated as price fluctuation of cash assets and that of derivative transactions are reversed.   The Company utilizes no leveraged derivative transactions, which is a special transaction whose ratio of fluctuation of the market price of the relevant transaction to the price fluctuation of the object of the transaction is large.   In addition, to avoid credit risks resulting from the default of contracts, the Company only executes derivative transactions with financial institutions of high credit and diversifies transactions within such financial institutions.
4. Risk management system for transactions:   The Company establishes internal regulations related to authority concerning all transactions including derivative transactions as well as risk management regulations, and executes and manages derivative transactions pursuant to these regulations.   The Company completely divides the division in charge of execution of derivative transactions, and the division in charge of back-office business; and derivative transactions are checked daily by both divisions, mutually.   The management supervision division checks positions (balance, unrealized profits and losses, etc.) of all derivative transactions and reports such state to the Executive Committee of the Company monthly.	4. Risk management system for transactions:   Same as the fiscal year ended March 31, 2002.

2. Matters relating to fair values, etc. of transactions:

     The contract amounts, etc. for derivative contracts are generally based on the nominal contract amounts or the estimated calculated amount of the principals. Therefore, such amounts do not always represent market risks and credit risks, etc.

Currency

(Millions of Yen)

				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
												Unrealized Gain										Unrealized Gain
												/(Loss)										/(Loss)
				Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
							1 year or more										1 year or more
Transactions	Forward foreign
other than		exchange contracts:
market		Sales contracts:
transactions			US$		24,457			—			24,991		-533		—			—			—		—
			Euro		7,391			—			7,475		-83		—			—			—		—
		Purchase contracts:
			US$		2,827			—			2,830		2		—			—			—		���
			Euro		4,174			—			4,179		4		—			—			—		—
	Currency option
		contracts:
		Sales contracts:
			Call options US$		675			—			0		0		—			—			—		—
					(1	)		(—	)						(—	)		(—	)
			Put options US$		2,346			—			0		0		—			—			—		—
					(1	)		(—	)						(—	)		(—	)
		Purchase contracts:
			Call options US$		1,838			—			159		109		—			—			—		—
					(50	)		(—	)						(—	)		(—	)
			Put options US$		1,173			—			0		-52		—			—			—		—
					(52	)		(—	)						(—	)		(—	)
		Total			44,883			—			39,637		-551		—			—			—		—

For the fiscal year ended March 31, 2002			For the fiscal year ended March 31, 2003
(As of March 31, 2002)			(As of March 31, 2003)
1.	(1)     (2)	Calculation method of fair values: Forward foreign exchange contracts: Fair values are estimated based on the market prices of the future market. Currency option transactions: Fair values are estimated based on the internally established models, etc. for calculation of option values.	Due to the application of accounting standards for Foreign Currency Transactions, derivative transactions which have been transferred to the monetary credits and debts, etc. denominated in foreign currency and the transactions to which hedge accounting has been applied are excluded from the above table.
2.		Due to the application of accounting standards for Foreign Currency Transactions, derivative transactions which have been transferred to the monetary credits and debts, etc. denominated in foreign currency are excluded from the above table.
3.		The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.

Interest rate

(Millions of Yen)

				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
												Unrealized Gain										Unrealized Gain
												/(Loss)										/(Loss)
				Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
							1 year or more										1 year or more
Transactions	Interest rate swap
other than	contracts:
market		Receivable floating
transactions		rate, payable fixed
		rate:			27,356			25,946			1,666		1,666		27,204			25,704			1,928		1,928
		Receivable fixed
		rate, payable floating rate:			20,810			20,400			-1,342		-1,342		19,870			18,870			-1,643		-1,643
		Receivable floating
		rate, payable floating
		rate:			6,000			6,000			-14		-14		4,000			4,000			-63		-63
	Interest rate option
	contracts:
		Cap
			Sell		8,910			8,700			69		156		9,500			9,300			26		202
					(225	)		(224	)						(228	)		(226	)
			Purchase		3,000			3,000			73		-123		3,500			3,500			25		-173
					(196	)		(196	)						(198	)		(198	)
		Total			66,076			64,046			451		342		64,074			61,374			273		251

For the fiscal year ended March 31, 2002			For the fiscal year ended March 31, 2003
(As of March 31, 2002)			(As of March 31, 2003)
1.		Calculation method of fair values:	1.	Calculation method of fair values:
	(1)      (2)	Interest rate swap transactions: Fair values are estimated by discounted values of future cash flows estimated based on the interest rate as of the balance sheet date. Interest rate option transactions: Fair values are estimated based on internally established models, etc. for calculation of option values.		Same as that for the fiscal year ended March 31, 2002.
2.		The transactions to which hedge accounting has been applied are excluded from the above table.	2.	Same as that for the fiscal year ended March 31, 2002.
3.		The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.	3.	Same as that for the fiscal year ended March 31, 2002.

Stock

(Millions of Yen)

				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
												Unrealized Gain										Unrealized Gain
												/(Loss)										/(Loss)
				Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
							1 year or more										1 year or less more
Transactions	Stock price index
other than		futures:
Market			Sales contracts:		1,158			—			1,110		48		—			—			—		—
transactions
	Stock price index
		option contracts:
			Call
			Sales contracts:		3,050			—			7		44		—			—			—		—
					(51	)		(—	)						(—	)		(—	)
			Put
			Purchase contracts:		2,700			—			42		-2		—			—			—		—
					(45	)		(—	)						(—	)		(—	)
		Total			6,908			—			1,159		90		—			—			—		—

For the fiscal year ended March 31, 2002		For the fiscal year ended March 31, 2003
(As of March 31, 2002)		(As of March 31, 2003)
1.	Calculation method of fair values: Fair values are estimated based on the closing market prices at the major markets.	Contracts to which hedge accounting has been applied are excluded from the above table.
2.	The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.

Bond and equity

(Millions of Yen)

					For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
					(As of March 31, 2002)										(As of March 31, 2003)
													Unrealized Gain										Unrealized Gain
													/(Loss)										/(Loss)
					Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
								1 year or more										1 year or less more
Transactions	Bond and equity over-
other than		the-counter option
market		contracts:
transactions			Put
				Sales contracts:		7,392			—			1		16		2,953			—			—		7
						(18	)		(—	)						(7	)		(—	)
		Total				7,392			—			1		16		2,953			—			—		7

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
1. Calculation method of fair values:	1. Calculation method of fair values:
Fair values are estimated based on the internally established models, etc. for calculation of option values.	Same as that for the fiscal year ended March 31, 2002.
2. The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.	2. Same as that for the fiscal year ended March 31, 2002.

[Credit]

(Millions of Yen)

					For the fiscal year ended March 31, 2002								For the fiscal year ended March 31, 2003
					(As of March 31, 2002)								(As of March 31, 2003)
											Unrealized Gain								Unrealized Gain
											/(Loss)								/(Loss)
					Contract Amount				Fair Value		on valuation		Contract Amount				Fair Value		on valuation
Classification	Types of contracts
							1 year or more								1 year or less more
Transactions	Credit derivative
other than		contracts:
market			Sales contracts:			—		—		—		—		561,964		549,752		-7,391		-7,391
transactions			Purchase contracts			—		—		—		—		22,838		22,838		60		60
				Total		—		—		—		—		584,802		572,590		-7,330		-7,330

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
	1. Calculation method of fair values: Fair values are estimated based on major components such as prices and duration of contracts, etc. of transaction objects. Fair values of some contracts are partially estimated based on the quoted prices from the financial institutions with which the Company has transactions.
	2. “Sales contracts” are underwriting contracts for credit risks and “purchase contracts” are delivery contracts for credit risks.

     Others

																				(Millions of Yen)
				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
				Contract Amount										Contract Amount
							1 year or					Unrealized					1 year or						Unrealized
Classification	Types of contracts						more			Fair Value		Gain/(Loss)					more			Fair Value			Gain/(Loss)
Transactions other than market transactions	Weather derivative:
		Cap
			Sell:		8			0			15		8		16			—			20			4
					(24	)		(0							(24	)		(—	)
			Purchase:		5			—			14		- 2		0			—			1			0
					(16	)		(—	)						(0	)		(—	)
		Floor:
			Sell:		0			—			0		0		—			—			—			—
					(1	)		(—	)						(—	)		(—	)
			Purchase:		0			—			0		- 0		—			—			—			—
					(0	)		(—	)						(—	)		(—	)
		Color:
			Sell:		—			—			—		—		0			—			0
					(—	)		(—	)						(0	)		(—	)		(—	)
		Swap:			—			—			—		—		0			—			—			—
					(—	)		(—	)						(—	)		(—	)
		Underwriting contracts for comprehensive risks:			—			—			614		614		—			—			70			70
	Natural disaster derivative:
		Cap
			Sell:		190			60			2		5		280			160			9			4
					(7	)		(2	)						(14	)		(9	)
	Economic index derivative:
		Floor:
			Sell:		0			—			7		14		0			0			3			—
					(21	)		(—	)									(3	)		(3	)
	Total				205			60			654		640		297			160			105			80

For the fiscal year ended March 31, 2002
(As of March 31, 2002)

1.	Calculation method of fair values: Fair values are estimated based on the internally established models, etc. for calculation of option values.
2.	The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.

For the fiscal year ended March 31, 2003
(As of March 31, 2003)

1.	Calculation method of fair values: Fair values are estimated based on the internally established models, etc. for calculation of option values.
	With respect to underwriting contracts for comprehensive risks, fair values are estimated based on the quotes from business partners.
2.	Same as that for the fiscal year ended March 31, 2002.

Tax Effect Accounting

For the fiscal year ended March 31, 2002
(As of March 31, 2002)

1. Details of reasons for deferred tax assets and deferred tax liabilities are as follows:

		(Millions of Yen)
Deferred tax assets
	Securities:		24,171
	Land, etc:		11,402
	Bad debts reserve:		7,281
	Underwriting reserve:		142,584
	Reserve for annuity and retirement benefits:		53,268
	Reserve for price fluctuation:		7,375
	Software costs:		14,332
	Other:		15,848
Subtotal deferred tax assets			276,262
Valuation reserve:			- 9,733
Total deferred tax assets			266,529
Deferred tax liabilities
	Unrealized holding gain or loss		- 383,973
	Other:		- 2,688
Subtotal deferred tax liabilities			- 386,661
Deferred tax liabilities — net			- 120,132

2. Details of the significant differences occurred between the normal income tax rate and the effective tax rate after the application of tax effect accounting are as follows:

		(%)
Normal income tax rate in Japan			36.1
(Adjustments)
	Non-taxable income including dividends received		- 15.9
	Non-deductible expenses including entertainment expenses		3.8
	Increase in valuation reserve		2.7
	Other		0.1
	Effective tax rate		26.8

For the fiscal year ended March 31, 2003
(As of March 31, 2003)

1. Details of reasons for deferred tax assets and deferred tax liabilities are as follows:

		(Millions of Yen)
Deferred tax assets
	Securities:		37,257
	Land, etc:		12,662
	Bad debts reserve		5,987
	Outstanding claims		6,221
	Underwriting reserve:		145,018
	Reserve for annuity retirement benefits:		50,956
	Software costs:		15,820
	Other:		17,934
Subtotal deferred tax assets			291,859
Valuation reserve:			- 13,184
Total deferred tax assets			278,674
Deferred tax liabilities
	Unrealized holding gain or loss		- 241,065
	Other:		- 2,724
Subtotal deferred tax liabilities			- 243,789
Deferred tax assets — net			34,885

2. Details of the significant differences occurred between the normal income tax rate and the effective tax rate after the application of tax effect accounting are as follows:

		(%)
Normal income tax rate in Japan			36.1
(Adjustments)
	Increase in valuation reserve		6.4
	Non-taxable income including dividends received		- 6.1
	Non-deductible expenses including entertainment expenses		2.0
	Other		1.6
	Effective tax rate		40.0

Retirement Benefit

For the fiscal year ended March 31, 2002

1.	Outline of the retirement benefit plans adopted by the Company is as follows:
	The Company has established a welfare pension fund scheme, lump-sum payment benefit plan and contributory and non-contributory pension plan as the defined benefit plan for employees. The Company has abolished contributory and non-contributory pension plans due to the merger and has newly adopted the tax-qualified plans.
2.	Details of retirement benefit obligation are as follows: (as of March 31, 2002)

			(Millions of Yen)
(a	)	Projected retirement benefit obligation		- 317,833
(b	)	Plan assets		147,000
(c	)	Unfunded obligation (a)+(b)		- 170,832
(d	)	Unrecognized actuarial losses		26,694
(e	)	Unrecognized prior service costs (Decrease in cost)		- 19,052
(f	)	Reserve for annuity and retirement benefits (c)+(d)+(e)		- 163,190

(Note)

	Any substituted portion of welfare pension fund is included in the above figures.
3.	Details of costs for retirement benefits: (from April 1, 2001 to March 31, 2002)

			(Millions of Yen)
(a	)	Service costs Note		13,817
(b	)	Interest cost		8,776
(c	)	Expected return on plan assets		- 5,427
(d	)	Amortization of actuarial losses		976
(e	)	Amortization of prior service costs		- 1,843
(f	)	Costs of retirement benefits (a)+(b)+(c)+(d)+(e)		16,299

(Note)

	The amount contributed by employees for welfare pension fund is excluded.
4.	Actuarial assumptions of retirement benefit obligation (Mitsui Sumitomo Insurance Co., Ltd.):

(a	)	Allocation method of retirement benefits:	Straight-line method
(b	)	Discount rate:		2.50	%
(c	)	Rate of expected return on plan assets:		4.07	%
(d	)	Amortization period for prior service costs:	4 years
		(Prior service costs are amortized using the straight-line method over certain periods within the estimated average remaining service years of employees.)
(e	)	Amortization period for actuarial losses:	10 years
		(Actuarial gains and losses are amortized from the next fiscal year using the straight-line method over certain periods within the estimated average remaining service years of employees.)

For the fiscal year ended March 31, 2003

1.	Outline of the retirement benefit plans adopted by the Company is as follows:
	The Company has established a welfare pension fund scheme, tax-qualified plans and lump-sum payment benefit plan as the defined benefit plan for employees.
2.	Details of retirement benefit obligation are as follows: (as of March 31, 2003)

			(Millions of Yen)
(a	)	Projected retirement benefit obligation		- 358,263
(b	)	Plan assets		146,966
(c	)	Unfunded obligation (a) + (b)		- 211,297
(d	)	Unrecognized actuarial losses		73,029
(e	)	Unrecognized prior service costs (Decrease in cost)		- 13,828
(f	)	Accrued retirement benefits (c)+(d)+(e)		- 152,095

(Note)

	Any substituted portion of welfare pension fund is included in the above figures.
3.	Details of costs for retirement benefits: (from April 1, 2002 to March 31, 2003)

			(Millions of Yen)
(a	)	Service costsNote		12,422
(b	)	Interest cost		7,943
(c	)	Expected return on plan assets		- 4,410
(d	)	Amortization of actuarial losses		2,767
(e	)	Amortization of prior service cost		- 5,223
(f	)	Costs of retirement benefits (a)+(b)+(c)+(d)+(e)		13,499

(Note)

	The amount contributed by employees for welfare pension fund is excluded.
4.	Actuarial assumptions of retirement benefit obligation:

(a	)	Attribution of retirement benefit obligations:	Straight-line method
(b	)	Discount rates:		2.00	%
(c	)	Expected rate of return on plan assets:		3.00	%
(d	)	Amortization period for prior service costs:	4 years
		(Prior service costs are amortized using the straight-line method over certain periods within the estimated average remaining service years of employees.)
(e	)	Amortization period for actuarial losses:	10 years
		(Actuarial gains and losses are amortized from the next fiscal year using the straight-line method over certain periods within the estimated average remaining service years of employees.)

Solvency Margin Ratio

		(Millions of yen)
		As of March 31, 2002			As of March 31, 2003
(A) Total amount of solvency margins			2,297,119			1,947,470
	Total of Stockholders’ equity (excluding predetermined outflows from the Company, deferred assets and unrecognized gain or loss on other securities)		571,808			588,836
	Reserve for price fluctuation		20,429			6,507
	Reserve for extraordinary risks		462,534			482,866
	Bad debts reserve		10,058			10,665
	Unrealized gains on investments (before tax effect deduction)		957,274			600,909
	Unrecognized gain or loss on land		87,151			67,040
	Method, etc. of procurement of liability capitals		—			—
	Item of deduction		1,170			9,233
	Other		189,032			199,876
(B) Total amount of risks R12 + (R2 + R3)2 + R4 + R5			429,681			418,500
	General underwriting risks (R1)		68,579			70,747
	Expected interest rate risks (2)		6,017			5,316
	Asset management risks (R3)		266,251			230,705
	Operation risks (R4)		9,603			9,389
	Great disaster risks (R5)		139,304			162,713
(B) Solvency margin ratio [(A)/{[(B)x1/2}] x 100			1,069.2	%		930.7	%

(Note) The amounts and figures indicated above are calculated in accordance with Articles 86 and 87 of the Enforcement Regulations for the Insurance Business Law and with Ministry of Finance Notification No.50 of 1996.

[Solvency margin ratio]

     •     While a non-life insurance company has provided for reserves in anticipation of payment of insurance money upon occurrence of insurable contingencies and repayment of deposits to policyholders, etc., it is also required to maintain sufficient solvency in the event of an occurrence of any risk beyond normal expectations, such as disasters of great magnitudes and substantial decline in prices of the assets held by it.

     •     Solvency margin ratio (i.e., (C) in the above table) is calculated under the Insurance Business Law, etc. as an indicator representing a ratio of payment surplus, such as capital and reserves, held by a non-life insurance company (i.e., total solvency margins indicated as (A) above) to total amount of risks representing those risks beyond normal expectations (i.e., (B) in the above table).

     •     Risks beyond normal expectations is indicated as a total amount of such risks as listed below:

-1-	Underwriting risks: (General underwriting risks)	any such risks involved in insurable contingencies as may occur beyond normal expectations (excluding risks for disasters of great magnitude).
-2-	Risks of expected interest rate: (Expected interest rate risks)	any such risks as may occur due to the actual investment yield on accumulation insurance being below the yield expected at the time of the calculation of the premiums thereon.
-3-	Asset management risks: (Asset management risks)	any such risks as may occur as a result of fluctuating the prices of securities and other assets held being more than normal expectations.
-4-	Operation risks (Operation risks)	any risks other than those referred to in ‡@ to ‡B and ‡Dabove that may occur in the operation of business beyond normal expectations.
-5-	Risks for great disaster (Great disaster risks)	Any risks involved in disasters of great magnitudes (such as the Great Kanto Earthquake, etc.) as may occur beyond normal expectations.

     •     “Surplus payment such as capital and reserves held by a non-life insurance company” (i.e., total solvency margins) means a total of capital, reserves (such as reserve for price fluctuations and for extraordinary risks) and part of hidden profit of land.

     •     The solvency martin ratio is one of the objective indicators used by the regulatory authorities in their overseeing insurance companies, and if the value of such ratio is 200% or above, the insurance company is judged as adequate in terms of its conditions to meet the ability to pay insurance money, etc.

Information of Loans Receivable under Risk Control

(Millions of Yen)

		For the fiscal year ended			For the fiscal year ended
		March 31, 2002			March 31, 2003
		(As of March 31, 2002)			(As of March 31, 2003)			Fluctuation
Receivables from obligors who are under collapse of management			5,501			78			-5,422
Receivables in delay			14,743			9,561			-5,182
Receivables in arrears for three months or more			742			692			-50
Receivables to which eased loan conditions were granted			12,915			21,866			8,951
	Total		33,903			32,199			-1,703
Ratio to loan balance			4.5	%		4.5	%		—
Loan balance (for reference)			757,797			716,542			-41,254

Note: Each of the receivables means as follows:

(1)	Receivables from obligors who are under collapse of management:
	Receivables from obligors who are under collapse of management mean loans receivables which fall under any of the events as listed in Article 96, Section 1, Item 3 (i) through (v) or as stipulated in Article 96, Section 1, Item 4 of the Enforcement Regulations of the Corporate Income Tax Law (Government Ordinance No. 97 of 1965) among loans receivables with respect to which accrued interest is not stated because it is impossible to expect collection or payment of principal or interest due to the fact that the payment of principal or interest has not been rendered during a substantial period or for any other reasons.
(2)	Receivables in delay:
	Receivables in delay mean loans receivable other than those from obligors who are under collapse of management and those with respect to which interest payment has been exempted at the discretion of the obligors for the purpose of reconstructing or assisting in the obligors.
(3)	Receivables in arrears for three months or more:
	Receivables in arrears for three months or more mean loans receivable concerning which payment of principal or interest is in arrears for three months or more from the day next following the stated payment date and which do not fall under receivables from obligors who are under collapse of management or receivables in arrears.
(4)	Receivables to which eased loan conditions were granted:
	Receivables to which eased loan conditions were granted mean loans receivable concerning which such arrangements as will be favorable to obligors including reduction or exemption of interest, postponement of interest payment or grant of grace period for the principal, abandonment of debts or others have been made, and which do not fall under receivables from obligors who are under collapse of management, receivables in delay or receivables in arrears for three months or more.

The figures not deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, is presented herein.

Income and Loss for the Year ended March 31, 2003
in comparison with the Previous Fiscal Year

(All amounts are in millions of yen.)

Year
		For the fiscal year		For the fiscal year		Percentage of
		ended March 31,		ended March 31,		increase or
Accounts		2002		2003		Fluctuation		decrease
Direct premiums written (including										%
deposit premiums from policyholders)			1,590,288		1,602,982		12,694			0.8
Direct premiums written			1,293,557		1,296,224		2,667			0.2
Ordinary Income and Expenses
Underwriting income			1,687,961		1,687,038		-923			-0.1
	Net premiums written		1,187,204		1,235,313		48,108			4.1
	Deposit premiums from policyholders		296,730		306,757		10,027			3.4
Underwriting expenses			1,457,451		1,443,941		-13,510			-0.9
	Net losses paid		623,216		620,679		-2,536			-0.4
	Losses adjustment expenses		56,853		57,286		432			0.8
	Commissions and collection expenses		207,580		212,260		4,679			2.3
	Deposits to policyholders		523,145		538,281		15,136			2.9
Investment income			102,652		100,493		-2,158			-2.1
	Interest and dividend received		129,222		116,816		-12,405			-9.6
	Gain on sales of securities		37,922		44,879		6,956			18.3
Investment expenses			36,422		76,135		39,712			109.0
	Loss on sales of securities		2,845		14,943		12,098			425.2
	Loss on valuation of securities		27,125		50,265		23,140			85.3
Operating expenses and general and administrative expenses			234,929		220,524		-14,405			-6.1
Operating expenses and general and administrative expenses for underwriting			219,808		205,623		-14,184			-6.5
Other ordinary income and expenses			825		748		-76			-9.3
Ordinary profit			62,635		47,679		-14,955			-23.9
Underwriting gain			10,228		36,976		26,747			261.5
Extraordinary Income and Losses
	Extraordinary income		12,361		22,056		9,694			78.4
	Extraordinary losses		42,739		15,801		-26,937			-63.0
	Extraordinary income and losses		-30,377		6,254		36,632			—
Income before income taxes			32,257		53,934		21,676			67.2
Income tax and residents tax			16,797		33,681		16,883			100.5
Adjustment to income taxes			-8,148		-12,109		-3,961			—
Net income			23,607		32,362		8,755			37.1
Unappropriated retained earnings brought forward from the previous year			16,942		21,827		4,885			28.8
Reversal of reserve for special depreciation			143		—		-143		-	100.0
Reversal of reserve for overseas investment loss			0		—		-0		-	100.0
Reversal of reserve for deferred profit			4		—		-4		-	100.0
Provision for reserve for deferred profit			60		—		-60		-	100.0
Adjustments due to merger			-40		—		40			—
Unappropriated retained earnings at end of year			40,597		54,190		13,593			33.5
Raito			%		%
Net loss ratio			57.3		54.9
Net operating expense ratio			36.0		33.8
Yield on investment asset (income yield)			2.54		2.37
Yield on asset management (realized yield)			2.71		1.82

(Reference)	Total return based on the fair value:	- 2.59% for the fiscal year ended March 31, 2002
		- 5.18% for the fiscal year ended March 31, 2003

(Note) Underwriting gain = Underwriting income — (Underwriting expenses + Operating expenses and general and administrative expenses for underwriting)± Other income and expenses “Other income and expenses” includes the amounts equivalent to income taxes incurred with Compulsory automobile liability insurance, etc.

The figures not deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, is presented herein.

Direct premiums written (including deposit premiums from policyholders)

(All amounts are in millions of yen.)

Years
Accounts			For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
			Amount		Increase		Ratio		Amount		Increase		Ratio
						%		%				%		%
	Fire Insurance			255,832		-5.5		16.1		261,883		2.4		16.4
	Marine Insurance			58,534		5.3		3.7		59,166		1.1		3.7
	Personal Accident Insurance			340,154		-16.0		21.4		351,398		3.3		21.9
	Automobile Insurance			594,059		1.2		37.3		566,432		-4.7		35.3
	Compulsory Automobile Liability Insurance			149,910		0.1		9.4		181,560		21.1		11.3
	Other			191,796		-0.6		12.1		182,541		-4.8		11.4
		Total		1,590,288		-4.2		100.0		1,602,982		0.8		100.0
Deposit premiums from policyholders (inclusive)				296,730		-20.5		18.7		306,757		3.4		19.1

Net premiums written

(All amounts are in millions of yen.)

Years
Accounts		For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
		Amount		Increase		Ratio		Amount		Increase		Ratio
					%		%				%		%
Fire Insurance			161,572		-1.6		13.6		166,317		2.9		13.5
Marine Insurance			49,827		6.1		4.2		52,506		5.4		4.2
Personal Accident Insurance			124,225		-5.0		10.5		122,726		-1.2		9.9
Automobile Insurance			591,705		1.3		49.8		564,282		-4.6		45.7
Compulsory Automobile Liability Insurance			90,513		3.2		7.6		165,034		82.3		13.4
Other			169,361		6.1		14.3		164,445		-2.9		13.3
	Total		1,187,204		1.2		100.0		1,235,313		4.1		100.0

Net losses paid

(All amounts are in millions of yen.)

Years		For the fiscal year						For the fiscal year
Accounts		ended March 31, 2002						ended March 31, 2003
												Net loss
		Amount		Increase		Net loss ratio		Amount		Increase		ratio		(Fluctuation)
					%		%				%		%		%
Fire Insurance			49,422		-12.7		32.8		53,094		7.4		34.0		1.2
Marine Insurance			28,282		13.5		60.1		23,901		-15.5		48.4		-11.7
Personal Accident Insurance			51,324		-5.6		44.2		50,308		-2.0		44.5		0.3
Automobile Insurance			334,919		0.1		62.0		330,411		-1.3		64.4		2.4
Compulsory Automobile Liability Insurance			56,479		-0.3		74.4		60,948		7.9		42.7		-31.7
Other			102,788		8.8		63.9		102,015		-0.8		65.4		1.5
														��
	Total		623,216		0.3		57.3		620,679		-0.4		54.9		-2.4

(Note) Net loss ratio is calculated on the basis of net losses paid adding to loss adjustment expenses.

<Business Results Forecast for the Fiscal Year ending March 31, 2004>

Major prerequisites of the business results forecasts for the following fiscal year shall be as follows:

• Net premiums written is estimated based on the Company’s original estimates taking past business results into consideration. With respect to the semiannual period, it is assumed that the standard for calculating premiums will change from the one that the Company has used on the basis of the premiums written during the relevant semiannual period to the same standard that has applied to the calculation of premiums for the fiscal year (that is, excluding contracts which commence the term of insurance after the end of the relevant semiannual period).

• With regard to net claims paid, payment due to natural calamity is estimated to be ¥18.5 billion for the fiscal year, predicting from the past business results.

• With regard to the outlook for asset management, it is assumed that there will be no substantial fluctuation in market interest rate, foreign exchange rate or stock prices on and after March 31, 2003.

<Method for Calculation of Yields>

1. Yield on investment asset (income yield):

          Income yield is an index indicating the result of the asset management from the viewpoint of income (interest and dividends income). (It has been disclosed up to present.) Income yield is calculated based on the numerator (interest and dividend income) and the denominator (acquisition costs).

•	Numerator =	Interest and dividends received (including the amount equivalent to interest and dividends received of investment income (or loss) of money trusts.)
•	Denominator =	Average outstanding balance based on acquisition costs or depreciation costs

2. Yield on asset management (realized yield):

          Realized yield is an index indicating the result of the asset management from the viewpoint of contribution to profit or loss for the term under review (income statement). Realized yield is calculated based on the numerator (realized income or loss) and the denominator (acquisition costs).

•	Numerator =	Investment income + Investment in income on deposit premiums, etc. — Investment expenses
•	Denominator =	Average outstanding balance based on acquisition costs or depreciation costs

3. Total return based on the fair value (disclosed for reference):

          Total return based on the fair value is an index indicating investment efficiency based on the fair value. Total return based on the fair value is calculated based on the numerator (realized gain or loss reflecting unrealized holding gain or loss of fair value) and the denominator (fair values).

•	Numerator =	(Investment income + Investment in income on deposit premiums, etc. — Investment expenses) + (Unrealized holding gain or loss at the end of the fiscal year under review* — Unrealized holding gain or loss at the end of the previous fiscal year*) + Increase or decrease in deferred hedge gain or loss
•	Denominator =	Average balance based on acquisition costs or depreciable costs + Unrealized holding gain or loss on other securities at the end of the previous fiscal year*
		+ Profit or loss resulting from valuation of securities to be sold or purchased at the end of the previous fiscal year

*The Amount is based on the amount before deduction of tax effects.

Changes in Directors and Corporate Auditors (Effective on June 27, 2003)

1. Change in Representatives:
(1) Candidates for new Representative Directors:
Representative Director		Senior Managing Director
Senior Managing Director		Senior Executive Officer
Senior Executive Officer		General Manager of Tokyo Commercial Business Division 1st
General Manager of Tokyo Commercial Business Division 1st	Takeshi Kurioka
Representative Director		Senior Managing Director
Senior Managing Director		Senior Executive Officer
Senior Executive Officer
General Manager of Hokuriku Division	Sanpei Nozaki
(2) Representative Directors scheduled to retire:
	Mutsuo Hayashi	Representative Director
	(He will assume the office of Standing Special Advisor of the Company.)	Executive Vice President & Director Vice President Executive Officer
	Takashi Kawahara	Representative Director
	(He will assume the office of Standing Special Advisor of the Company.)	Executive Vice President & Director Vice President Executive Officer
2. Change in other Directors and Corporate Auditors:
(1) Candidate for new Director:
Director
Executive Officer
General Manager of Accounting Department	Katsuaki Ikeda	General Manager of Accounting Department
(2) Director scheduled to retire:
	Takazumi Kanai
	(He will assume the office of Standing Special Advisor of the Company.)	Senior Managing Director Senior Executive Officer
(3) Candidates for new Corporate Auditors:
Standing Corporate Auditor (Full-time)	Yasuo Ogura	Executive Officer
		General Manager of Chubu Division
Standing Corporate Auditor (Full-time)	Masaki Kitano	Associate Director
		General Manager of Internal Audit Department
Outside Corporate Auditor (Part-time)	Junichiro Tanaka	Chairman & Director of Mitsui Fudosan Co., Ltd.

(4) Corporate Auditors scheduled to retire:
	Satoru Ohno	Standing Corporate Auditor (Full-time)
	(He will assume the office of Standing Special
	Advisor of the Company.)
	Shutaro Kubo	Standing Corporate Auditor (Full-time)
	Kenichi Kamiya	Outside Corporate Auditor (Part-time)
(5) Directors scheduled to be promoted:
None
3. Change in Executive Officers:
(1) Candidates for new Executive Officers:
Executive Officer	Hitoshi Matsuno	Associate Director
General Manager of Kansai Division		General Manager of Marketing & Sales Promotion Department
		Associate Director of Tokyo Commercial
Executive Officer		Business Division 1st
General Manager of Chubu Division	Hiroaki Shiraki	General Manager of Financial Institutions Department
Executive Officer		General Manager of Tokyo Commercial Production Dept. 2nd
General Manager of Tokyo Commercial Production Dept. 2nd of Tokyo	Isamu Endo	of Tokyo Commercial Business Division 2nd
Commercial Business Division 2nd
Executive Officer General Manager of Asia Division 2nd	Yoshio Iijima	General Manager of Singapore Dept. of Asia Division
Executive Officer
General Manager of Nagoya Automobile Production Dept. 1st of Nagoya	Hisao Mitsubori	General Manager of Nagoya Automobile Production Dept.
Commercial Business Division		1st of Nagoya Commercial Business Division
Executive Officer General Manager of Kyusyu Division		General Manager of Osaka General Production Dept. 3rd of
	Hideharu Nishida	Osaka Commercial Business Division
(2) Executive Officers scheduled to retire:
	Seiichiro Fujita	Managing Executive Officer
	(He will assume the office of President & General	Manager of Tokyo Division
	Director of MSK Insurance Center Company,
	Limited)

	Hirotoshi Nakamura	Executive Officer
		General Manager of Kansai Division
	Yasuo Ogura	Executive Officer
	(He will assume the office of Standing Corporate	General Manager of Chubu Division
	Auditor of the Company)
	Hisatoshi Sato	Executive Officer
	(He will assume the office of Senior Managing	General Manager of Kansai Automobile Division
	Director of MSK Insurance Center Company,
	Limited
(3) Executive Officers scheduled to be promoted:
Senior Executive Officer	Hideaki Aida	Managing Executive Officer
General Manager of Tokyo Automobile Division		General Manager of Tokyo Automobile Division
Managing Executive Officer	Nobuyuki Hidaka	Executive Officer
General Manager of Kansai Automobile Division		General Manager of Kyusyu Division
Managing Executive Officer	Toshiaki Egashira	Executive Officer
General Manager of Chugoku Division		General Manager of Chugoku Division

     Supplement information

     New Executive Officers System to start as of June 27, 2003 is as follows:

Takeo Inokuchi	Chairman & Director	Tsutomu Nagamasa	Executive Officer
	(Representative Director)		General Manager of Internal Audit Dept.
	Chief Executive Officer
Hiroyuki Uemura	President & Director	Kumio Ohisa	Executive Officer
	(Representative Director)		General Manager of Tohoku Division
	Chief Executive Officer
Takeshi Kurioka	Senior Managing Director	Minoru Shoda	Executive Officer
	(Representative Director)		General Manager of Tokyo Division
	Senior Executive Officer
	General Manager of Tokyo Commercial Business
	Division 1st
Norio Kobayashi	Senior Executive Officer	Norio Misaka	Executive Officer
	General Manager of Osaka Commercial Business		General Manager of Non-Marine Claims
	Division		Administration Dept.
Sanpei Nozaki	Senior Managing Director	Kazuo Shintani	Executive Officer
	(Representative Director)		General Manager of Hokkaido Division
	Senior Executive Officer
	General Manager of Hokuriku Division
Yoshiaki Shin	Senior Managing Director	Koichi Kubota	Executive Officer
	Senior Executive Officer		General Manager of Shikoku Division
Hideaki Aida	Senior Executive Officer	Ichiro Iijima	Executive Officer
	General Manager of Tokyo Automobile Division		General Manager of Europe & Middle East Dept.
Atsushi Watamura	Managing Director	Shunji Abo	Executive Officer
	Managing Executive Officer		General Manger of Fire & Casualty Underwriting Dept.
Kenichi Enami	Managing Executive Officer	Kazuo Kondo	Director
	General Manager of Tokyo Commercial Business		Executive Officer
	Division 2nd		General Manger of Human Resource Dept.
Ken Ebina	Managing Director	Hitoshi Matsuno	Executive Officer
	Managing Executive Officer		General Manager of Kansai Division
Yoshihiko Mikuni	Managing Executive Officer	Hiroaki Shiraki	Executive Officer
	General Manager of Kanto & Koshinetsu Division		General Manager of Chubu Division
Tadao Iso	Managing Director	Isamu Endo	Executive Officer
	Managing Executive Officer		General Manager of Tokyo Commercial Production
	General Manager of Asia Division 1st		Dept. 2nd of Tokyo Commercial Business Division 2nd
Tetsuo Kondo	Managing Executive Officer	Yoshio Iijima	Executive Officer
	General Manager of Kanagawa & Shizuoka Division		General Manager of Asia Division 2nd
Kazuo Yamada	Managing Executive Officer	Katsuaki Ikeda	Director
	General Manager of Nagoya Commercial Business		Executive Officer
	Division		General Manager of Accounting Dept.
Yasuo Tsutsumi	Managing Director	Hisao Mitsubori	Executive Officer
	Managing Executive Officer		General Manager of Nagoya Automobile Production
			Dept. 1st of Nagoya Commercial Business Division
Takashi Yamashita	Managing Director	Hideharu Nishida	Executive Officer
	Managing Executive Officer		General Manager of Kyusyu Division
	General Manager of Financial Service Division
Susumu Uchida	Managing Director	Kazuho Tanaka	Standing Corporate Auditor
	Managing Executive Officer		(Full-time)
Nobuyuki Hidaka	Managing Executive Officer	Yuji Nishiyama	Standing Corporate Auditor
	General Manager of Kansai Automobile Division		(Full-time)
Toshiaki Egashira	Managing Executive Officer	Yasuo Ogura	Standing Corporate Auditor
	General Manger of Chugoku Division		(Full-time)
Koji Yoshida	Executive Officer	Masaki Kitano	Standing Corporate Auditor
	General Manager of North America Dept		(Full-time)
Toshihiro Nakagawa	Executive Officer	Junichiro Tanaka	Corporate Auditor
	General Manager of Chiba & Saitama Division		(Part-time)
Hiromi Asano	Director	Akira Nishioka	Corporate Auditor
	Executive Officer		(Part-time)
	General Manager of Corporate Planning Dept.

4. [Translation in English]

Reference Materials for the Year ended March 31, 2003

May 19, 2003
Mitsui Sumitomo Insurance Company, Limited

The figures after deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, and the increase arising from the abolition of ceded reinsurance of compulsory automobile liability insurance by the Japanese government, is presented herein.

Income and Loss for the Year ended March 31, 2003
in comparison with the Previous Fiscal Year

(All amounts are in millions of yen.)

		Years
				For the fiscal year		For the fiscal year				Percentage of
				ended March 31,		ended March 31,				increase or
Accounts				2002		2003		Fluctuation		decrease
										%
Direct premiums written (including deposit premiums from policyholders)		(1	)		1,578,745		1,618,190		39,445		2.5
	Direct premiums written	(2	)		1,282,014		1,311,432		29,418		2.3
Ordinary Income and Expenses
Underwriting income		(3	)		1,681,851		1,683,019		1,167		0.1
	Net premiums written	(4	)		1,175,662		1,184,547		8,885		0.8
	Deposit premiums from policyholders	(5	)		296,730		306,757		10,027		3.4
	Reversal of underwriting reserve	(6	)		137,676		126,200		-11,475		-8.3
Underwriting expenses		(7	)		1,451,341		1,439,922		-11,419		-0.8
	Net losses paid	(8	)		623,216		619,855		3,360		-0.5
	Losses adjustment expenses	(9	)		56,853		57,286		432		0.8
	Commissions and collection expenses	(10	)		207,580		212,260		4,679		2.3
	Maturity refunds to policyholders	(11	)		523,145		538,281		15,136		2.9
	Provision for outstanding claims	(12	)		24,759		11,405		-13,354		-53.9
	Provision for underwriting reserve	(13	)		14,689		—		-14,689		-100.0
Investment income		(14	)		102,652		100,493		2,158		-2.1
	Interest and dividends received	(15	)		129,222		116,816		12,405		-9.6
	Gain on sales of securities	(16	)		37,922		44,879		6,956		18.3
Investment expenses		(17	)		36,422		76,135		39,712		109.0
	Loss on sales of securities	(18	)		2,845		14,943		12,098		425.2
	Loss on valuation of securities	(19	)		27,125		50,265		23,140		85.3
Operating expenses and general and administrative expenses		(20	)		234,929		220,524		-14,405		-6.1
	Operating expenses and general and administrative expenses for underwriting	(21	)		219,808		205,623		-14,184		-6.5
Other ordinary income and expenses		(22	)		825		748		-76		-9.3
Ordinary profit		(23	)		62,635		47,679		-14,955		-23.9
	Underwriting gain	(24	)		10,228		36,976		26,747		261.5
Extraordinary Income and Losses
Extraordinary income		(25	)		12,361		22,056		9,694		78.4
Extraordinary losses		(26	)		42,739		15,801		-26,937		-63.0
Extraordinary income and losses		(27	)		-30,377		6,254		36,632		—
Income before income taxes		(28	)		32,257		53,934		21,676		67.2
Income tax and residents tax		(29	)		16,797		33,681		16,883		100.5
Adjustment to income taxes		(30	)		-8,148		-12,109		-3,961		—
Net income		(31	)		23,607		32,362		8,755		37.1
Raito					%		%
Net loss ratio		(32	)		57.8		57.2
Net operating expense ratio		(33	)		36.4		35.3
Combined ratio		(34	)		94.2		92.5
Yield on investment assets (income yield)		(35	)		2.54		2.37
Yield on asset management (realized yield)		(36	)		2.71		1.82

(Reference)	Total return based on the fair value:	- 2.59% for the fiscal year ended March 31, 2002
		- 5.18% for the fiscal year ended March 31, 2003

(Note) Underwriting gain = Underwriting income — (Underwriting expenses + Operating expenses and general and administrative expenses for underwriting) ± Other income and expenses “Other income and expenses” includes the amounts equivalent to income taxes incurred with the compulsory automobile liability insurance, etc.

The figures after deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, and the increase arising from the abolition of ceded reinsurance of compulsory automobile liability insurance by the Japanese government, is presented herein.

Direct premiums written (including deposit premiums from policyholders)

(All amounts are in millions of yen.)

			For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
Accounts		Years	Amount		Increase		Ratio		Amount		Increase		Ratio
					%		%				%		%
Fire Insurance				255,832		-5.5		16.2		261,883		2.4		16.2
Marine Insurance				58,534		5.3		3.7		59,166		1.1		3.7
Personal Accident Insurance				340,154		-16.0		21.5		351,398		3.3		21.7
Automobile Insurance				582,516		1.3		36.9		581,640		-0.2		35.9
Compulsory Automobile Liability Insurance				149,910		0.1		9.5		181,560		21.1		11.2
Miscellaneous				191,796		-0.6		12.2		182,541		-4.8		11.3
	Total			1,578,745		-4.2		100.0		1,618,190		2.5		100.0
Deposit premiums from policyholders (inclusive)				296,730		-20.5		18.8		306,757		3.4		19.0

Net premiums written

(All amounts are in millions of yen.)

			For the fiscal year ended March 31, 2002									For the fiscal year ended March 31, 2003
Amount		Years		Amount	Increase			Ratio			Amount			Increase			Ratio
						%			%						%			%
Fire Insurance				161,572			-1.6			13.7			166,317			2.9			14.0
Marine Insurance				49,827			6.1			4.2			52,506			5.4			4.4
Personal Accident Insurance				124,225			-5.0			10.6			122,726			-1.2			10.4
Automobile Insurance				580,162			1.4			49.4			579,490			-0.1			48.9
Compulsory Automobile Liability Insurance				90,513			3.2			7.7			99,060			9.4			8.4
Miscellaneous				169,361			6.1			14.4			164,445			-2.9			13.9
	Total			1,175,662			1.2			100.0			1,184,547			0.8			100.0

Net losses paid

(All amounts are in millions of yen.)

			For the fiscal year
			ended March 31, 2002						For the fiscal year ended March 31, 2003
Accounts		Years		Amount		Increase		Net loss ratio		Amount		Increase		Net loss ratio		(Fluctuation)
					%		%				%		%		%
Fire Insurance				49,422		-12.7		32.8		53,094		7.4		34.0		1.2
Marine Insurance				28,282		13.5		60.1		23,901		-15.5		48.4		-11.7
Personal Accident Insurance				51,324		-5.6		44.2		50,308		-2.0		44.5		0.3
Automobile Insurance				334,919		0.1		63.2		330,411		-1.3		62.7		-0.5
Compulsory Automobile Liability Insurance				56,479		-0.3		74.4		60,124		6.5		70.4		-4.0
Miscellaneous				102,788		8.8		63.9		102,015		-0.8		65.4		1.5
	Total			623,216		0.3		57.8		619,855		-0.5		57.2		-0.6

(Note 1)	Net loss ratio is calculated on the basis of net losses paid adding to loss adjustment expenses.
(Note 2)	The refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity:

For the fiscal year ended March 31, 2002:	¥11,542 million
For the fiscal year ended March 31, 2003:	-¥15,208 million

(Note 3) The increase in income arising from the abolition of ceded reinsurance of compulsory automobile liability insurance by the Japanese government:

For the fiscal year ended March 31, 2003 ¥65,973 million

(Note 4) The increase in losses paid arising from the abolition of ceded reinsurance of compulsory automobile liability insurance by the Japanese government:

For the fiscal year ended March 31, 2003 ¥824 million

The figures after deducting the refundable premium of the automobile insurance“Modo-Rich”, which contains a special clause of premium adjustment and refund at maturity, and the increase arising from the abolition of ceded reinsurance of compulsory automobile liability insurance by the Japanese government, is presented herein.

Breakdown of Operating Expenses
(operating expenses and general and administrative expenses + commissions and
collection expenses)

																(Billions of yen)
	For the fiscal year ended					For the fiscal year ended										Percentage of increase or
	March 31, 2002					March 31, 2003					Increase or decrease					decrease
	Operating					Operating					Operating					Operating
	expenses and					expenses and					expenses and					expenses and
	general and					general and					general and					general and
	administrative					administrative					administrative					administrative
	expenses		Underwriting			expenses		Underwriting			expenses		Underwriting			expenses			Underwriting
Personnel expenses		119.4		115.1			111.8		107.5			-7.5		-7.5			-6.3	%		-6.5	%
Nonpersonnel expenses		102.0		92.4			95.8		86.6			-6.1		-5.7			-6.0	%		-6.2	%
Taxes and contributions		13.4		12.2			12.7		11.3			-0.7		-0.9			-5.2	%		-7.5	%
Subtotal		234.9		219.8			220.5		205.6			-14.4		-14.1			-6.1	%		-6.5	%
Commissions and collection expenses		207.5		207.5			212.2		212.2			4.6		4.6			2.3	%		2.3	%
Total operating expenses		442.5		427.3			432.7		417.8			-9.7		-9.5			-2.2	%		-2.2	%
Net operating expense ratio				36.4	%				35.3	%				1.1	%

CONDITION OF PAYMENT DUE TO NATURAL DISASTERS

									(Billions of yen)
	For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
	Direct losses		Net losses		Outstanding		Direct losses		Net losses		Outstanding
	paid		paid		claims		paid		paid		claims
Fire Insurance		1.2		1.1		0.1		4.9		4.8		0.3
Automobile Insurance		0.0		0.0		0.0		0.6		0.6		0.0
Other		0.2		0.1		0.0		1.0		0.9		0.2
Total		1.4		1.3		0.1		6.5		6.3		0.6

(Note) Natural disasters occurred during the relevant fiscal year have been stated in the above list.

Damages due to Stolen Automobiles

For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
Number of payment		Direct losses paid		Outstanding claims		Number of payment		Direct losses paid		Outstanding claims
		(Billions of yen)		(Billions of yen)				(Billions of yen)		(Billions of yen)
	13,361		10.3		1.7		16,543		10.1		1.9

Outstanding Claims

						(Billions of yen)
		For the fiscal year ended				For the fiscal year ended
		March 31, 2002				March 31, 2003
		Outstanding				Outstanding
		balance		Increase		balance		Increase
Fire Insurance			31.9		1.5		35.1		3.2
Marine Insurance			17.7		1.3		20.1		2.3
Personal Accident Insurance			32.1		-1.6		32.9		0.7
Automobile Insurance			217.7		14.9		214.5		-3.2
Compulsory Automobile Liability Insurance			21.5		0.8		22.9		1.3
Other			84.2		7.7		91.2		6.9
	Total		405.4		24.7		416.8		11.4

Reserve for Extraordinary Risks

							(Billions of yen)
		For the fiscal year ended					For the fiscal year ended
		March 31, 2002					March 31, 2003
		Outstanding					Outstanding
		balance		Reserve ratio			balance		Reserve ratio
Fire Insurance			126.9		79.8	%		134.6		82.2	%
Marine Insurance			42.6		85.6	%		44.7		85.2	%
Personal Accident Insurance			65.4		52.7	%		69.0		56.2	%
Automobile Insurance			89.6		15.4	%		87.1		15.0	%
Other			81.9		48.4	%		88.4		53.8	%
	Total		406.6		37.6	%		424.0		39.2	%

(Note) Reserve ratio represents the ratio to net premiums written (excluding earthquake, compulsory automobile liability insurance and refundable premium of the automobile insurance “Modo-Rich”).

Long-Lived Assets

			(Billions of yen)
	For the fiscal year ended		For the fiscal year ended
	March 31, 2002		March 31, 2003
Long-lived assets		2,675.1		2,505.5

(Note) Long-lived assets mean the aggregate outstanding amount of refundable reserve of saving-type insurance and dividend equalization reserve to policyholders, which are components of underwriting reserve.

- End -

5. [Translation in English]

May 29, 2003

Summary of Consolidated Financial Statements
for the Year Ended March 31, 2003

Name of Listed Company:	Mitsui Sumitomo Insurance Company, Limited
Code Number:	8752
Stock Exchanges:	Tokyo Stock Exchange, Osaka Securities Exchange and Nagoya Securities Exchange
Headquarters:	Tokyo
(URLhttp://www.ms-ins.com)
Representative:	Hiroyuki Uemura, President & Director
Contact:	Hiroyuki Hata
	Manager of Financial Accounting Section, Accounting Dept.
	Phone number 03-3297-6648

The Board of Directors approved the consolidated financial statements of Mitsui Sumitomo Insurance Company, Limited (the “Company”) on the following date:

May 29, 2003

Whether or not the U.S. GAAP has been adopted for the settlement of accounts:

Not provided.

1. Consolidated business results for the fiscal year ended March 31, 2003 (from April 1, 2002 to March 31, 2003):

(Note)(1)

The Company was renamed as of October 1, 2001, as a result of the merger of Mitsui Marine and Fire Insurance Company, Limited (“Mitsui”) and The Sumitomo Marine & Fire Insurance Company, Limited (“Sumitomo”). For the convenience of comparison with the business results for the fiscal year ended March 31, 2003, the business results for the fiscal year ended March 31, 2002 are represented, in principle, by the accumulated figures of business results of Sumitomo and Mitsui without any adjustment. The business results for the fiscal year ended March 31, 2002 are represented by the accumulated figures of Sumitomo for the semiannual period from April 1, 2001 to September 30, 2001 and the Company for the fiscal year from April 1, 2001 to March 31, 2002 without any adjustment (the same shall be applied hereinafter); Provided, however, that net income per share, diluted net income per share and the average number of shares in issue are represented by the results of the Company (for the fiscal year ended March 31, 2002).

(2)

All amounts are in millions and amounts less than one million have been disregarded. The ratio is rounded to the nearest whole number. In addition, any negative amounts appear with the mark (-) (the same shall be applied hereinafter).

(1) Consolidated operating results

	Ordinary income			Ordinary profit			Net income
For the year ended	¥ mil		%	¥ mil.		%	¥ mil.		%
March 31, 2003		1,920,379	1.0		49,557	-20.8		32,812	72.8
For the year ended March 31, 2002		1,901,260	-0.1		62,594	2.0		18,986	-36.5

			Diluted net					Operating profit			Operating profit
	Net income		income per		Return on			as a percentage			as a percentage of
	per share		share		equity			of total assets			net sales
For the year ended March 31, 2003		¥22.46		¥21.35		2.8	%		0.7	%		2.6	%
For the year ended March 31, 2002		¥14.44		¥13.66		1.4	%		0.8	%		3.3	%

(Notes)
(1)	Equity in earnings (losses) of affiliates amounted to - ¥546 million for the year ended March 31, 2003 and ¥— for the year ended March 31, 2002.
(2)	The average number of shares of common stock in issue on a consolidated basis was 1,457,297,148 shares for the year ended March 31, 2003 and 1,115,620,523 shares for the year ended March 31, 2002.
(3)	Accounting change was made during the year ended March 31, 2003.
(4)	The percentages presented in the column “Ordinary income”, “Ordinary profit” and “Net income” above represent an increase or decrease ratio in comparison with the corresponding figures for the previous fiscal year.

(2) Consolidated financial conditions

					Shareholders’			Shareholders’
			Shareholders’		equity as a			equity
	Total assets		equity		percentage of			per share
	(¥ mil.)		(¥ mil.)		total assets			(¥)
As of March 31, 2003		6,477,614		1,041,955		16.1	%		717.74
As of March 31, 2002		7,323,905		1,269,927		17.3	%		869.82

(Note)
The number of shares of common stock in issue on a consolidated basis was 1,451,592,169 shares as of March 31, 2003 and 1,459,972,121 shares as of March 31, 2002.

(3) Consolidated cash flows

	Cash flows		Cash flows		Cash flows		Balance of
	from		from		from		cash and cash
	operating		investing		financing		equivalents at end
	activities		activities		activities		of year
For the year ended	¥ mil		¥ mil.		¥ mil.		¥ mil.
March 31, 2003		75,878		2,213		-78,840		370,775
For the year ended March 31, 2002		31,007		-20,979		-42,299		372,383

(4) Scope of consolidation

Number of consolidated subsidiaries:	25
Number of unconsolidated subsidiaries accounted for by the equity method:	—
Number of affiliates accounted for by the equity method:	2

(5) Changes in the scope of consolidation and the application of equity method for the year ended March 31, 2003

Number of newly consolidated subsidiaries:	—
Number of consolidated subsidiaries excluded from consolidation:	1
Number of unconsolidated subsidiaries and affiliates newly accounted for by the equity method:	2
Number of unconsolidated subsidiaries and affiliates ceased to be accounted for by the equity method:	—

2. Consolidated operating results forecast for the Year ending March 31, 2004 (from April 1, 2003 to March 31, 2004):

	Net premiums written		Ordinary income		Net income
For the six months	¥ mil		¥ mil		¥ mil
ending September 30, 2003		955,000		33,000		19,000
For the year ending March 31, 2004		1,930,000		75,000		41,000

     The estimated net income per share for the year ending March 31, 2004: ¥28.18

Note:

The foregoing are forward-looking statements based on a number of assumptions and beliefs in light of the information currently available to management and subject to significant risks and uncertainties. Actual financial results may differ materially depending on a number of factors including, adverse economic conditions, currency exchange rate fluctuations, adverse legislative and regulatory developments, delays in new product launches, pricing and insurance product initiatives of competitors, the inability of the Company or its subsidiaries or affiliates to market existing and new insurance products effectively, infringements intellectual property rights of the Company or its subsidiaries or affiliates and the adverse outcome of material litigation.

(Note) Please refer to page 6 of the Japanese original version with respect to the preconditions and other related matters for the operating results forecast stated above.

Management Policy

1. Fundamental Management Policy

     As its management concept, Mitsui Sumitomo Insurance Company, Limited (the “Company”) has stated:

     Through our insurance and financial services business, we commit ourselves to the following:

• Bringing security and safety to people and businesses around the world, and making a lasting contribution to the enrichment of society.

• Providing the finest products and services, and realizing customer satisfaction.

• Continuously improving our business, thereby meeting our shareholders’ expectations and earning their trust.

     The Company shall also strive to be, and maintain the corporate image of:

-1-	an insurance and financial group (aiming at the realization of a non-life insurance company in Japan having the No. 1 growth, profitability and size and, operating globally on the basis of an aggressive international strategy) which engages in non-life insurance and life insurance as its core business and at the same time dynamically develops financial services and risk related services business;
-2-	an insurance and financial group which is highly valued and trusted by customers, shareholders, agencies, and society; and
-3-	an insurance and financial group, the staff of which is full of creativity and is energetic, very fresh and innovative.

2. Basic Profit Distribution Policy

     The Company intends to respond to support from its shareholders by paying dividends suitable for its business results and effecting a proper profit returning policy on the basis of maintaining stable dividends, while taking business developments and the future managerial environment into consideration. Given the nature of the non-life insurance business, however, the Company deems it necessary to seek to enhance its internal reserves in preparation for the occurrence of an earthquake or any other extraordinary disaster.

     Such internal reserves will be used for effective investment aimed at strengthening the managerial basis of the Company to prepare for changes in the business environment while at the same time efforts will be made to expand its collateral power.

3. Medium- and Long-term Corporate Management Strategies and Matters to be Addressed by the Company

     In the non-life insurance industry, presently in the midst of further severe operating conditions including ongoing deregulation, a sharp rise in reinsurance premium rates caused by shrinkage of the reinsurance market, revealed investment risks due to the sluggish stock markets, etc., it appears that competition in the industry will become more intensified and movements towards business tie-ups or reorganizations will be accelerated across borders or beyond business segments.

     Under these circumstances, the Company, in accordance with the two-year medium-term strategic business plan, “MS WAVE II”, which started from April 2003, will seek rapid progress in growing power and profitability and through its positive efforts for bettering corporate quality, the Company intends to devote itself to realization of being an insurance

and financial group which will dynamically conduct its overseas business, financial service business and risk-related business, with an emphasis on non-life insurance business and life insurance business as its core business.

     Basic strategies of the medium-term strategic business plan, “MS WAVE II”, of the Company are as follows:

(1) Strategies for achieving No. 1 growth and profitability

-1-	Reinforcement of retail marketing activities;
-2-	Positive expansion of business base in Asia, improvement of business income in the U.S.;
-3-	Reinforcement of reinsurance business, improvement of net income;
-4-	Reinforcement of life insurance business;
-5-	Strengthening cost-competitive power and lowering the loss ratio; and
-6-	Improving investment return.

(2) Strategies for achieving No. 1 corporate quality

-1-	Enhancement of CS (customer satisfaction) by offering customers the best quality products and services;
-2-	Promotion of reforming awareness and action of employees;
-3-	Risk management and compliance to the fullest extent;
-4-	Promotion of new business investment, sophisticated capital usage;
-5-	Reinforcement of corporate governance; and
-6-	Pushing forward social contribution and active handling of environmental issues.

     In addition to the strategies mentioned above, the Company is promoting business alliances aggressively for expansion of growth and profitability. Major business alliances and progresses thereof are as follows:

(1) Strengthening of insurance business through the Mitsui and Sumitomo Group

     The Company is promoting following business alliances pursuant to the “Basic Agreement Concerning Comprehensive Alliance” dated November 22, 2001 which was concluded among the Company, Mitsui Mutual Life Insurance Company, Sumitomo Life Insurance Company and Sumitomo Mitsui Banking Corporation.

-1-	Restructuring of asset management business
	Five asset management subsidiaries of the above-mentioned companies were merged on December 1, 2002 and renamed into “SUMITOMO MITSUI Asset Management Co., Ltd.”; and
-2-	Converging of Mitsui life and non-life insurance subsidiaries into the Company
	The Company, in accordance with the basic agreement concerning convergence of Mitsui Seimei General Insurance Co., Ltd. (“Mitsui Seimei”) entered into in June, 2002, is now proceeding replacement of insurance contracts of Mitsui Seimei which will expire in and after November 2002 by similar insurance products of the Company in due order. The Company entered into the Comprehensive Transfer Agreement with Mitsui Seimei in March 2003 in order to transfer insurance contracts in force of Mitsui Seimei as of November 1, 2003 to the Company comprehensively with the approval of relevant authorities as well as the approval at the general meeting of shareholders of the Company.

(2) Alliance with the U.S. Citi Group

     The Company and Citi Insurance International Holdings Inc., an international insurance division of the U.S. Citi Group, jointly established “MITSUI SUMITOMO CitiInsurance Life Insurance Co. Ltd.”, which commenced business in October 2002 and is producing favorable business results.

(3) Alliance with the Nissay Group

     “Insurance System Solution Inc.”, established by the Company with the Nissay Group in April 2001 to develop and operate computer systems for insurance agencies, developed a composite management system of both life insurance and non-life insurance products for customers and contracts in April 2002, the first of its kind in the insurance industry, and commenced providing services to customers. It also started providing sales services at bank’s counters in October 2002, thereby increasing its sales results steadily.

(4) Entrance into asset valuation business

     “American Appraisal Japan Co. Ltd.” which was jointly set up in April 2002 by the Company and American Appraisal Associates Inc. through InterRisk Research Institute & Consulting, Inc., an affiliate of the Company, has steadily increased its sales results mainly in the asset appraisal business involved in corporate mergers.

4. Basic View on Corporate Governance and State of Execution of Measures

     The Company considers “reinforcement of corporate governance” as one of its important managerial themes and seeks to build clearer management systems with restraining functions as well as to realize a sincere corporate culture. Similarly, it also aims to comply with the laws and regulations, etc. to the fullest extent.

     The management body of the Company consists of sixteen (16) Directors, six (6) Corporate Auditors (two (2) of which are outside Corporate Auditors and have no special interests with the Company) and thirty-eight (38) Executive Officers (including those concurrently holding the post of Director). The Company has adopted an executive officer system to separate “decision-making and supervising functions of important managerial matters” from “executive functions”, thereby establishing a system for the execution of business in which each of the Executive Officers is responsible for making decisions on important business matters and supervising execution of business by Directors and Executive Officers at meetings of the Board of Directors.

     A meeting of the Board of Directors is held, in principle, at least once a month and the Company held such meetings, including extraordinary ones, twenty times in total during the fiscal year under review. Furthermore, the Company has also set up a Personnel Committee and a Compensation Committee as internal committees of the Board of Directors, which will advise the Board of Directors on personnel matters and matters of compensation for Directors and Executive Officers, respectively, for ensuring clarity. The Company has determined that the term of office of Directors shall be one year so as to define Directors’ responsibility in management for each year.

     The Company has set up the Internal Audit Department for internal auditing in order to fulfill a monitoring function by supervising and auditing the execution of business, etc. concerning overall business activities from the perspective of legality and rationality and by reporting the results thereof to the Board of Directors quarterly. In addition, the Company has made efforts to establish an internal control system by setting up a “Risk Management Committee” which shall appraise and manage risks throughout and across the Company and a “Compliance Committee” which shall take concrete measures to enhance compliance.

     During the fiscal year under review, the Company has exerted itself to promote a system of compliance with laws and regulations and to review various rules on internal control, increasing the number of compliance officers in the front office of each block. In the future, the Company intends to make further efforts to build an effective internal control system.

5.     Viewpoint and Policy, etc. related to Reduction of Investment Units

     The Company recognizes that reduction of investment units (the number of shares consisting a trading unit) is one of the effective measures to expand classes of individual investors and to enhance liquidity of stocks; however, in light of Company’s current share price level, number of shareholders, liquidity of stocks, cost effectiveness, etc., the Company considers that reduction of investment units should not be effected immediately at this point. The Company intends to deal with this matter flexibly, considering changes of the above-mentioned factors, market demand, etc.

- - End -

Operating Results and Financial Position

1.	Operating results of the consolidated fiscal year
(1)	Operating results of the consolidated fiscal year

     During the consolidated fiscal year under review, while there were some signs of economic recovery such as increases in export and bottoming out of decreases in private capital investments, the Japanese economy remained in a severe condition, reflecting continuing weak personal consumption and housing investment due to the severe employment and earning environments as well as fall in the stock market and a strained international situation.

     In the non-life insurance industry, net premiums written showed slower growth reflecting sluggish business conditions and falling premium rates, and also interest and dividends received decreased due to the continuing low level of interest rates. Accordingly, the non-life insurance industry remained in a severe condition the same as the previous fiscal years.

     Under these business conditions, the Company implemented more active business activities than ever in the last year to complete the basic management plan called “MS WAVE”, started in 2001, for realizing fundamental managerial ideas for the new company. As a result, ordinary income for the consolidated fiscal year was ¥1,920.3 billion and ordinary expenses for the consolidated fiscal year was ¥1,870.8 billion. Consequently, ordinary profit obtained by deducting ordinary expenses from ordinary income amounted to ¥49.5 billion, a decrease of ¥13.0 billion from the previous fiscal year, reflecting increased loss on evaluation of securities caused by the decline in the stock market.

     The details by business segment are as follows:

-1- In the non-life insurance business, despite decreased revenue due to a substantial increase in payment of maturity refunds of “Modorichi”, an automobile insurance that was sold in the past years and has expired in the current consolidated fiscal year, reflecting increased revenue of Compulsory Automobile Liability Insurance owing to abolition of governmental reinsurance, net premiums written amounted to ¥1,303.9 billion, an increase of ¥69 billion over the previous fiscal year. After adding investment income, ordinary income amounted to ¥1,859.4 billion. While our efforts to realize earlier synergistic effects of mergers resulted in a substantial decrease in operating expenses, the Company was obliged to account for substantial loss on evaluation of securities caused by the decline in the stock market. As a result, ordinary expenses amounted to ¥1,809.3 billion and therefore, ordinary profit amounted to ¥50.1 billion.

-2- In the life insurance business, Mitsui Sumitomo Kirameki Life Insurance Company, Limited, which is a subsidiary of the Company, made efforts to expand its business. Consequently, the total amount of personal insurance and personal annuity in force increased, and thus life insurance premiums written amounted to ¥124.5 billion, an increase of ¥4.4 billion over the previous consolidated fiscal year. As a result, ordinary income including life insurance premiums written amounted to ¥133.0 billion. Ordinary expenses in life insurance business, including investment loss of Mitsui Sumitomo CitiInsurance Life Insurance Co., Ltd., which has newly become an affiliate of the Company, in the amount of ¥400 million calculated by equity method, amounted to ¥133.6 billion and as a result, ordinary loss amounted to ¥500 million.

     After adding to or deducting from the ordinary profit indicated above, extraordinary

profit, extraordinary losses, income tax and residents tax, etc. adjustments to income taxes, and minority interest, net income for the fiscal year under review increased by ¥13.8 billion and amounted to ¥32.8 billion over the previous consolidated fiscal year due to a decrease in various expenses concerning mergers and the reversal of reserve for price fluctuation.

(2) Prospects for operating results of the next consolidated fiscal year

     With regard to operating results for the next consolidated fiscal year, the Company estimates ordinary income to be ¥1,930 billion, ordinary profit to be ¥75 billion and net income for the fiscal year to be ¥41 billion, under the following conditions:

• Net premiums written is estimated based on the Company’s own forecast, predicting from the past business results. For the interim period, it is assumed that insurance premiums will be calculated on the basis of the same standard as in the case of the whole period (excluding such insurance contracts as would commence policy term after the end of the interim period), not on the traditional basis to include such contracts.

• With regard to net claims paid, payment by the Company due to natural disaster is estimated to be ¥18.5 billion for the whole fiscal year, predicting from the past business results.

• With regard to prospects for asset management, it is assumed that there will be no substantial fluctuation in the market interest rates, the foreign exchange rates or the stock prices as of the end of March, 2003.

2. Financial position

     The consolidated total assets of the Company decreased by ¥846.2 billion compared with the previous consolidated fiscal year, and amounted to ¥6,477.6 billion as a result of the decline in the stock market as well as a decrease in customers’ liability under acceptance and guarantee due to statement of credit derivative transactions at their reasonable value in the balance sheet.

     The shareholders’ equity decreased by ¥227.9 billion compared with the previous consolidated fiscal year and amounted to ¥1,041.9 billion, mainly due to a decrease in unrealized holding gain on investments, net of tax, caused by the decline in the stock market and an increase in treasury stock.

     Cash flows for the consolidated fiscal year are as follows. Cash flow from operating activities increased by ¥44.8 billion compared with the previous consolidated fiscal year and amounted to ¥75.8 billion reflecting an increase in net premiums written and a decrease in expenses concerning mergers. Cash flow from investment activities increased by ¥23.1 billion compared with the previous consolidated fiscal year and amounted to —¥2.2 billion due to active sales of securities. Cash flow from financial activities decreased by ¥36.5 billion and amounted to
—¥78.8 billion compared with the previous consolidated fiscal year due to substantial redemption of convertible bonds. As a result, cash and cash equivalents at the end of the consolidated fiscal year under review decreased by ¥1.6 billion compared with the previous consolidated fiscal year and amounted to ¥370.7 billion.

     Trend in cash flow index is as follows:

(%)

	Fiscal year ended		Fiscal year ended		Fiscal year ended		Fiscal year ended		Fiscal year ended
	March 31, 1999		March 31, 2000		March 31, 2001		March 31, 2002		March 31, 2003
Shareholders’ equity ratio		9.5		10.4		19.9		17.3		16.1
Capital adequacy ratio on a fair value basis		16.7		11.6		13.4		12.2		11.6

(Notes)	1.	Shareholders’ equity ratio: shareholders’ equity /total assets ×100
	2.	Capital adequacy ratio on a fair value basis: market capitalization/total assets ×100
	3.	As the Group mainly conducts insurance business, “interest coverage ratio” and “number of years for redemption of liabilities” are not included.
	4.	The above ratios before the fiscal year ended in March 2001 are calculated by aggregating shareholders’ equity, market capitalization and total assets of Sumitomo Marine Insurance Co., Ltd. and Mitsui Marine Insurance Co., Ltd., respectively.

Income and Loss for the Year ended March 31, 2003
in comparison with the Previous Fiscal Year

(All amounts are in millions of yen and (-) represents decrease.)

Consolidated years
		For the fiscal year		For the fiscal year
		ended March 31, 2002		ended March 31, 2003				Percentage of
		(April 1, 2001 -		(April 1, 2002 -				increase or
Accounts		March 31, 2002)		March 31, 2003)		Fluctuation		decrease
Ordinary Income and Expenses
Underwriting income			1,781,265		1,801,464		20,199		1.1
	Net premiums written		1,234,874		1,303,946		69,072		5.6
	Deposit premiums from policyholders		296,730		306,757		10,027		3.4
	Life-insurance premiums		120,055		124,516		4,461		3.7
Underwriting expenses			1,534,807		1,537,363		2,556		0.2
	Net losses paid		641,878		646,557		4,679		0.7
	Losses adjustment expenses		59,340		59,783		442		0.7
	Commission and collection expenses		223,534		228,342		4,808		2.2
	Deposits to policyholders		523,145		538,281		15,136		2.9
	Losses paid for life insurance policyholders		12,749		16,871		4,122		32.3
Investment income			116,184		115,418		-766		-0.7
	Interest and dividend received		138,378		129,332		-9,045		-6.5
	Gain on sales of securities		41,848		47,143		5,295		12.7
Investment expenses			40,311		79,979		39,668		98.4
	Loss on sales of securities		5,071		17,252		12,180		240.2
	Loss on valuation of securities		28,220		50,647		22,427		79.5
Operating expenses and general and administrative expenses			259,183		247,709	-	11,474		-4.4
Other ordinary income and expenses			-553		-2,273		-1,720		--
Ordinary profit			62,594		49,557	-	13,037		-20.8
Extraordinary Income and Losses
	Extraordinary income		6,379		21,854		15,474		242.6
	Extraordinary losses		43,103		16,003	-	27,100		-62.9
	Extraordinary income and losses		-36,723		5,851		42,574		--
Income before income taxes			25,870		55,408		29,537		114.2
Income tax and residents tax			17,984		34,846		16,862		93.8
Adjustment to income taxes			-11,470		-12,753		-1,283		—
Minority interests			369		502		133		36.0
Net income			18,986		32,812		13,825		72.8

     Direct premiums written (including deposit premiums from policyholders)

(All amounts are in millions of yen.)

Consolidated years
			For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
			(April 1, 2001 - March 31, 2002)						(April 1, 2002- March 31, 2003)
Accounts			Amount		Increase		Ratio		Amount		Increase		Ratio
						%		%				%		%
	Fire Insurance			264,485		4.7		16.1		273,450		3.4		16.2
	Marine Insurance			67,106		6.9		4.1		69,699		3.9		4.1
	Personal Accident Insurance			340,778	-	15.9		20.8		352,110		3.3		20.9
	Automobile Insurance			605,523		1.5		37.0		578,788		-4.4		34.3
	Compulsory Automobile Liability Insurance			149,910		0.1		9.1		181,560		21.1		10.8
	Miscellaneous			210,723		4.9		12.9		230,809		9.5		13.7
		Total		1,638,527	-	3.2		100.0		1,686,419		2.9		100.0
Deposit premiums from policyholders (inclusive)				296,730	-	20.5		18.1		306,757		3.4		18.2

     Net premiums written

(All amounts are in millions of yen.)

Consolidated years
		For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
		(April 1, 2001 - March 31, 2002)						(April 1, 2002- March 31, 2003)
Accounts		Amount		Increase		Ratio		Amount		Increase		Ratio
					%		%				%		%
Fire Insurance			166,751		-0.5		13.5		170,821		2.4		13.1
Marine Insurance			53,766		7.1		4.4		57,502		6.9		4.4
Personal Accident Insurance			124,717		-5.0		10.1		123,290		-1.1		9.4
Automobile Insurance			605,028		1.8		49.0		577,934		-4.5		44.3
Compulsory Automobile Liability Insurance			90,513		3.2		7.3		165,034		82.3		12.7
Miscellaneous			194,097		16.6		15.7		209,363		7.9		16.1
	Total		1,234,875		3.1		100.0		1,303,946		5.6		100.0

     Net losses paid

(All amounts are in millions of yen.)

Consolidated years
		For the fiscal year ended March 31, 2002						For the fiscal year ended March 31, 2003
		(April 1, 2001 - March 31, 2002)						(April 1, 2002- March 31, 2003)
Accounts		Amount		Increase		Ratio		Amount		Increase		Ratio
					%		%				%		%
Fire Insurance			52,156	-	11.2		8.1		57,051		9.4		8.8
Marine Insurance			29,548		12.1		4.6		25,870	-	12.4		4.0
Personal Accident Insurance			51,511		-5.8		8.0		50,643		-1.7		7.8
Automobile Insurance			342,063		0.7		53.3		338,566		-1.0		52.4
Compulsory Automobile Liability Insurance			56,479		-0.3		8.8		60,948		7.9		9.4
Miscellaneous			110,119		13.0		17.2		113,477		3.0		17.6
	Total		641,878		1.3		100.0		646,557		0.7		100.0

     (Note) Any figures are amounts before the off-set of intersegment transactions.

Consolidated Balance Sheet

(All amounts are in millions of yen.)

Consolidated years					For the fiscal year ended				For the fiscal year ended
					March 31, 2002				March 31, 2003
					(As of March 31, 2002)				(As of March 31, 2003)
Accounts					Amount		Ratio		Amount		Ratio		Fluctuation
				(Assets)				%				%
Cash deposits and savings						415,024		5.67		366,953		5.67		-48,070
Call loans						328		0.00		5,000		0.08		4,671
Futures bought						—		—		1,999		0.03		1,999
Monetary claims bought						17,774		0.24		38,874		0.60		21,099
Money trusts						38,639		0.53		26,803		0.41		-11,835
Investments in securities						4,887,186		66.73		4,542,021		70.12		-345,165
Loans						764,426		10.44		727,462		11.23		-36,963
Property and equipment						309,985		4.23		325,237		5.02		15,252
Other assets						367,845		5.02		402,171		6.21		34,325
Deferred tax assets						1,334		0.02		35,560		0.55		34,226
Customers’ liability under acceptances and guarantees						547,388		7.47		25,519		0.39		-521,868
Bad debts reserve						-26,018		-0.35		-19,977		-0.31		6,040
Reserve for loss on investments						-8		-0.00		-12		-0.00		-3
Total Assets						7,323,905		100.00		6,477,614		100.00		-846,291
				(Liabilities)
Underwriting funds						4,931,667		67.34		4,992,877		77.08		61,210
	Outstanding claims					465,029				509,149				44,120
	Underwriting reserve					4,466,638				4,483,727				17,089
Convertible bonds						85,098		1.16		22,250		0.34		-62,848
Other liabilities						165,176		2.26		210,868		3.25		45,692
Reserve for annuity and retirement benefits						163,544		2.23		152,203		2.35		-11,340
Accrued bonuses for employees						11,278		0.16		12,126		0.19		847
Reserve for loss on sales of loans						1,619		0.02		—		—		-1,619
Reserve for loss on investment in real estate						1,220		0.02		1,220		0.02		—
Reserve under the special law						20,662		0.28		6,830		0.11		-13,832
		Reserve for price fluctuation				20,662				6,830				-13,832
Deferred tax liabilities						121,608		1.66		7,483		0.12		-114,124
Liabilities under acceptances and guarantees						547,388		7.47		25,519		0.39		-521,868
Total liabilities						6,049,264		82.60		5,431,379		83.85		-617,884
Minority Shareholders’ Interest						4,713		0.06		4,278		0.07		-434
			(Shareholders’ Equity)
Common stock						128,476		1.75		128,476		1.98		—
Capital surplus						81,991		1.12		81,991		1.27		—
Retained earnings						383,410		5.24		404,279		6.24		20,869
Unrealized gains on investments, net of tax						688,873		9.41		449,101		6.93		-239,771
Translation adjustments						-1,220		-0.02		-5,922		-0.09		-4,701
Treasury stock						-11,603		-0.16		-15,971		-0.25		-4,368
Total shareholders’ equity						1,269,927		17.34		1,041,955		16.08		-227,971
		Total Liabilities and Shareholders’ equity				7,323,905		100.00		6,477,614		100.00		-846,291

Consolidated Statement of Income

(All amounts are in millions of yen.)

Consolidated years					For the fiscal year					For the fiscal year
					ended March 31, 2002					ended March 31, 2003
					(Apr.1, 2001 - Mar. 31, 2002)					(Apr.1, 2002 - Mar. 31, 2003)
Accounts					Amount		Ratio			Amount		Ratio			Fluctuation
									%					%
Ordinary Income and Expenses
Ordinary Income						1,901,260		100.00			1,920,379		100.00			19,118
	Underwriting income					1,781,265		93.69			1,801,464		93.81			20,199
		Net premiums written				1,234,874					1,303,946					69,072
		Deposit premiums from policyholders				296,730					306,757					10,027
		Investment income on deposit premiums from policyholders				71,226					65,442					- 5,784
		Life-insurance premiums				120,055					124,516					4,461
		Reversal of underwriting reserve				57,627					—					- 57,627
		Other underwriting income				750					801					50
	Investment income					116,184		6.11			115,418		6.01			- 766
		Interest and dividends received				138,378					129,332					- 9,045
		Investment gain on money trusts				1,950					1,375					- 575
		Investment gain on trading securities				—					467					467
		Gain on sales of securities				41,848					47,143					5,295
		Gain on redemption of securities				1,962					2,014					51
		Other investment income				3,271					526					- 2,744
		Transfer of investment income on deposit premiums from policyholders				- 71,226					- 65,442					5,784
	Other ordinary income					3,810		0.20			3,495		0.18			- 314
Ordinary Expense						1,838,666		96.71			1,870,821		97.42			32,155
	Underwriting expenses					1,534,807		80.73			1,537,363		80.06			2,556
		Net losses paid				641,878					646,557					4,679
		Losses adjustment expenses				59,340					59,783					442
		Commissions and collection expenses				223,534					228,342					4,808
		Maturity refunds to policyholders				523,145					538,281					15,136
		Dividends to policyholders				409					79					- 330
		Losses paid for life-insurance				12,749					16,871					4,122
		Provision for outstanding claims				31,668					28,939					- 2,728
		Provision for underwriting reserve				41,253					17,503					- 23,750
		Other underwriting expenses				828					1,005					176
	Investment expenses					40,311		2.12			79,979		4.16			39,668
		Loss on money trusts				4,125					3,851					- 273
		Loss on sales of securities				5,071					17,252					12,180
		Loss on valuation of securities				28,220					50,647					22,427
		Loss on redemption of securities				58					23					- 34
		Derivative transaction expenses				1,269					3,025					1,756
		Provision for reserve for investment loss				—					3					3
		Other investment expenses				1,565					5,174					3,608
	Operating expenses and general and administrative expenses					259,183		13.63			247,709		12.90			- 11,474
	Other ordinary expenses					4,364		0.23			5,769		0.30			1,405
		Interest paid				1,263					879					- 384
		Loss on bad debts				12					69					56
		Amortization of deferred assets under Article 113 of the Insurance Business Law				396					396					—
		Investment loss due to equity method				—					546					546
		Other ordinary expenses				2,690					3,877					1,186
Ordinary profit						62,594		3.29			49,557		2.58			- 13,037
Extraordinary Income and Losses
	Extraordinary income					6,379		0.34			21,854		1.14			15,474
		Gain on sales of real estate and equipment				1,332					4,425					3,092
		Reversal of reserve under the special law				1,827					13,832					12,004
			Reserve for price fluctuation			1,827					13,832					12,004
		Other extraordinary income				3,219					3,596					377
	Extraordinary losses					43,103		2.27			16,003		0.83			- 27,100
		Loss on sales of real estate and equipment				3,245					2,570					- 675
		Provision for reserve under the special law				2,776					—					- 2,776
				Reserve for price fluctuation		2,776					—					- 2,776
		Other extraordinary loss				37,080					13,432					- 23,647
Income before income taxes						25,870		1.36			55,408		2.89			29,537
Income tax and residents tax						17,984		0.94			34,846		1.81			16,862
Adjustment to income taxes						- 11,470		- 0.60			- 12,753		- 0.66			- 1,283
Minority interests						369		0.02			502		0.03			133
Net income						18,986		1.00			32,812		1.71			13,825

Consolidated Statement of Retained Earnings

(All amounts are in millions of yen.)

Consolidated years				For the fiscal year		For the fiscal year
				ended March 31, 2002		ended March 31, 2003
				(Apr. 1, 2001 - Mar.31 2002)		(Apr. 1, 2002- Mar. 31 2003)
Accounts				Amount		Amount		Fluctuation
(Capital Surplus)
	Balance of capital surplus at beginning of fiscal year				81,989		81,991		2
		Balance of paid-in capital at beginning of fiscal year			81,989		81,991		2
	Increase in capital surplus				2		—		- 2
		Conversion of convertible bonds			2		—		- 2
	Balance of capital surplus at end of fiscal year				81,991		81,991		—
	(Retained earnings)
	Balance of retained earnings at beginning of fiscal year				426,579		383,410		- 43,169
			Balance of consolidated retained earnings at beginning of fiscal year		426,579		383,410		- 43,169
	Increase in retained earnings				19,055		32,812		13,756
			Net income		18,986		32,812		13,825
			Increase in retained earnings at beginning of fiscal year due to increase in number of consolidated		69		—		- 69
			subsidiary
	Decrease in retained earnings				62,255		11.942		- 50,282
			Dividends paid		10,272		10,949		676
			Bonuses to officers		97		84		- 13
			Adjustment due to merger		51,855		—		- 51,855
			Decrease in retained earnings due to accounting change for consolidated subsidiary		—		631		631
			Decrease in retained earnings due to decrease in number of consolidated subsidiary		—		277		277
	Balance of retained earnings at end of fiscal year				383,410		404,279		20,869

Consolidated Statement of Cash Flows

(All amounts are in millions of yen.)

Periods					For the fiscal year		For the fiscal year
					ended Mar. 31, 2002		ended Mar. 31, 2003
					(Apr. 1, 2001 - Mar. 31 2002)		(Apr. 1, 2002 - Mar. 31 2003)
Accounts					Amount		Amount		Fluctuation
I. Cash flows from operating activities
		Income before income taxes				25,870		55,408		29,537
		Depreciation and amortization				24,378		22,549		- 1,828
		Amortization of consolidated adjustment accounts				—		318		318
		Increase in outstanding claims				33,182		28,939		- 4,243
		Increase in underwriting reserve				- 18,573		15,633		34,207
		Increase in bad debts reserve				- 8,595		- 6,000		2,594
		Increase in reserve for loss on investments				- 142		3		146
		Increase in annuity and retirement benefits				407		- 11,173		- 11,581
		Increase in accrued bonuses for employees				2,608		940		- 1,668
		Increase in reserve for loss on sale of loans				- 1,031		- 1,619		- 588
		Increase in reserve for loss on investment in real estate				- 1,089		—		1,089
		Increase in reserve for price fluctuation				949		- 13,832		- 14,781
		Interest and dividend received				- 138,378		- 129,332		9,045
		Gain or loss in connection with securities (losses (-))				- 10,363		18,969		29,332
		Interest payable				1,263		879		- 384
		Exchange gains or losses (losses)				- 909		- 1,287		- 377
		Gain or loss in connection with real estate and equipment (losses (-))				3,144		- 636		- 3,781
		Investment gain or loss due to equity method (losses (-))				—		546		546
		Life-insurance losses collected due to real estate				—		- 24,196		- 24,196
		Increase in other assets (excluding investment activities, financing activities, etc.)				- 6,906		- 14,530		- 7,624
		Increase in other liabilities (excluding investment activities, financing activities, etc.)				- 22,953		6,691		29,645
		Other				12,991		5,291		- 7,699
				Subtotal		- 104,147		- 46,438		57,709
		Interest and dividends received				143,970		137,046		- 6,924
		Interest paid				- 1,261		- 889		372
		Income taxes paid				- 7,553		- 13,839		- 6,285
	Cash flows from operating activities					31,007		75,878		44,870
II. Cash flows from investing activities
		Net increase in bank deposits				7,918		16,121		8,203
		Purchases of monetary claims bought				- 5,867		- 6,099		- 231
		Proceeds from sale and maturity of monetary claims bought				6,287		5,692		- 595
		Payment for increase in money trust				- 4,080		- 15,200		- 11,119
		Proceeds from decrease in money trust				12,235		32,508		20,273
		Purchases of marketable securities				- 737,705		- 730,143		7,561
		Proceeds from sale and maturity of securities				608,882		664,744		55,862
		Loans receivable made				- 219,903		- 204,441		15,462
		Collection of loans				325,731		239,115		- 86,615
		Other				2,551		3,147		596
			II -1- Subtotal			- 3,950		5,446		9,397
				(I + II -1-)		27,057		81,325		54,268
		Purchase of real property and equipment				- 19,693		- 10,239		9,454
		Proceeds from sales of real property and equipment				2,516		6,040		3,523
		Other				148		966		817
	Cash flows from investing activities					- 20,979		2,213		23,193
III. Cash flows from financing activities
		Payment for redemption of convertible bonds				- 19,854		- 62,848		- 42,994
		Acquisition of treasury stock				- 11,598		- 4,368		7,230
		Dividends paid to shareholders				- 10,272		- 10,949		- 676
		Dividends paid to minority shareholders				- 122		- 549		- 427
		Other				- 452		- 124		327
	Cash flows from financing activities					- 42,299		- 78,840		- 36,540
IV. Effect of exchange rate changes on cash and cash equivalents						1,454		919		- 534
V. Increase in cash and cash equivalents						- 30,816		172		30,988
VI. Cash and cash equivalents at beginning of fiscal year						401,475		372,383		- 29,091
VII. Increase in cash and cash equivalents in accordance with the new consolidation						1,725		—		- 1,725
VIII. Decrease in cash and cash equivalents in accordance with the exclusion of consolidation						—		- 1,780		- 1,780
IX. Cash and cash equivalents at end of the fiscal year						372,383		370,775		- 1,608

Significant Accounting Policies for Consolidated Financial Statements

1.	Scope of Consolidation
(1)	Number of consolidated subsidiaries             25
	Names of major consolidated subsidiaries:

Mitsui Sumitomo Kirameki Life Insurance Company, Limited
Mitsui Sumitomo Insurance Group Holdings (USA), Inc.
Mitsui Sumitomo Insurance Company (Europe), Limited
Mitsui Sumitomo Insurance (Singapore) Pte Ltd.

	MITSUI SUMITOMO INSURANCE Asset Management Company, Limited has been excluded from the consolidation for the fiscal year under review, since it merged with MITSUI LIFE GLOBAL ASSET MANAGEMENT CO., LTD., Sumitomo Life Investment Co., Ltd., Sumisei Global Investment Trust Management Co., Ltd. and Sakura Investment Management Co., Ltd. and liquidated.
(2)	Descriptions of unconsolidated subsidiaries
	Name of major unconsolidated subsidiaries:

MITSUI SUMITOMO INSURANCE Claims Adjusting Company, Limited
MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited

	Companies classified as unconsolidated subsidiaries are immaterial to the extent that they will not affect reasonable decisions regarding financial conditions and business results of the corporate group, in light of the amounts equivalent to interests in their total assets, ordinary income, net income and retained earnings.
(3)	The Company holds 51% voting rights of Mitsui Sumitomo CitiInsurance Life Insurance Co. Ltd. However, as the said company is a company under the joint control with other joint corporation, it is not included in the category of subsidiaries.
2.	Equity Method
(1)	Number of affiliates accounted for by the equity method:     2

Name of major affiliates:

Mitsui Sumitomo CitiInsurance Life Insurance Co. Ltd.
Mitsui Sumitomo Asset Management Company, Limited

Mitsui Sumitomo CitiInsurance Life Insurance Co. Ltd. and Mitsui Sumitomo Asset Management Company, Limited have been newly included in affiliates, they are included in the category of affiliated accounted for by the equity method.

(2)

As the impact of unconsolidated subsidiaries and affiliates not accounted for by the equity method on the consolidated net income and consolidated retained earnings for the fiscal year under review (MITSUI SUMITOMO INSURANCE Staffing Service Company, Limited, BPI/MS Insurance Corporation etc.) are negligible and they are in their entirety not significant, they have not been accounted for by the equity method.

3. Accounting Periods for Consolidated Subsidiaries

     Mitsui Sumitomo Insurance Group Holdings (USA), Inc. and other 22 consolidated subsidiaries close their books of account at December 31 for financial reporting purposes. In preparing for the consolidated financial statements, the financial statements as of March 31 are used, since the difference of the balance sheet date does not exceed three months.

     The necessary adjustments are made for the significant transactions conducted during the period from January 1 to March 31 of the relevant year on a consolidated basis.

4. Significant Accounting Policies

(1) Valuation policies and methods of securities:

Valuation policies and methods of securities held by the parent company and domestic consolidated subsidiaries are as follows

(1)	Trading securities are valued at fair value. Cost of sales is calculated using moving average method.
(2)	Securities held to maturity are valued at amortized cost.
(3)	Stocks of unconsolidated subsidiaries and affiliates not accounted for by the equity method are valued at cost using the moving average method.
(4)	Other securities with fair values are valued at fair value as at March 31, 2003. Net unrealized gains or losses are reported as a separate component of stockholders’ equity, and cost of sales is calculated using moving average method.
(5)	Other securities without fair values are valued at cost using the moving average method or amortized cost.
(6)	Securities managed as a major component of trust assets in the money trust are valued at fair value.

     Securities held by overseas consolidated subsidiaries are principally valued at fair value.

(2) Valuation policies and methods of derivative transactions:

     Derivative financial instruments are valued at fair value. Provided, however, that derivative transactions that meet the certain criteria of transfer treatments of forward exchange transactions are accounted for under transfer treatments, and interest rate swaps that meet the certain criteria are accounted for under exceptional methods.

(3) Valuation policies and methods of real property and equipment:

     Depreciation of property and equipment held by the parent company and domestic consolidated companies is computed using the declining-balance methods, except for buildings (excluding fixtures) acquired after April 1, 1998, for which the straight-line method is applied.

     Properties acquired for the purpose of collection of claims paid and planned to be sold are valued at cost or market whichever is lower basis, and they have not been amortized.

     Depreciation of property and equipment held by overseas consolidated companies is principally computed using the straight-line method.

(4) Standard for significant reserve:

-1- Bad debt reserve

     The parent company and life insurance consolidated subsidiaries have established a bad debts reserve in preparation for possible losses on bad debts

under the standard for self-assessment of assets and the policy for depreciation and provisions of assets.

     A reserve for bad debts for loans to debtors who are legally or formally deemed to be experiencing financial difficulties such as bankruptcy, special liquidation or whose notes are under suspension at clearing houses, and loans for debtors who are substantially bankrupt are provided for based on the amount remaining after deducting the collateral’s resale value and amounts collectible from guarantees.

     A bad debt reserve for loans to debtors likely to experience financial difficulties in the future is provided based on the amount remaining after deducting the collateral’s resale value and amounts collectible from guarantees considering comprehensively debtors’ abilities to repay the entire outstanding debts.

     For loans other than those described above, a bad debt reserve is calculated by multiplying actual historical bad debt ratios times outstanding balances.

     Reserve for loans and receivables are provided for based on assessment under the assets self-assessment standard. The assessment was performed by the departments responsible for each asset. The independent internal audit department reviews those results.

     Other domestic consolidated subsidiaries performed the assessment of assets based on a similar standard for self-assessment of the parent company. Reserve for loans and receivables are provided for based on the assessment.

     Overseas consolidated subsidiaries provide for an estimated amount for losses on bad debts in consideration of the collectibility of individual debts.

-2- Reserve for loss on investments:

     The parent company has established a reserve for loss on investments as a result of management assessment for future possible losses on investments.

-3- Reserve for annuity and retirement benefit

     The parent company has established to provide for future retirement benefits of employees based on the estimated retirement benefit obligation and plan assets at March 31, 2003.

     Prior service costs of the parent company are amortized using the straight-line method over certain periods within the estimated average remaining service years of employees.

     Actuarial gains and losses of the parent company are amortized from the next fiscal year using the straight-line method over certain periods within the estimated average remaining service years of employees.

     Other consolidated subsidiaries adopt the simplified tax effect accounting method for the purpose of calculating the retirement benefit obligations.

-4- Accrued bonuses for employees

     The parent company and consolidated subsidiaries provide for accrued bonuses for employees based on estimated amounts to be paid at March 31, 2003.

-5- Reserve for loss on investment in real estate

     The parent company provides for reserve for loss on investments in real estate based on the estimated amounts at March 31, 2003 for future possible losses relating to future real estate transactions.

-6- Reserve for price fluctuation

     The parent company and consolidated life-insurance subsidiaries provide for reserve for price fluctuation which is recognized under Article 115 of the

Insurance Business Law for possible losses arising from price fluctuations of investment securities.

(5) Translation standards for significant assets and liabilities denominated in foreign currencies:

     Assets and liabilities denominated in foreign currencies are translated into Japanese yen at the rate of the spot rate exchange at March 31, 2003. Unrealized translation gain or loss is stated as income or loss.

     Assets and liabilities of overseas consolidated subsidiaries are translated into Japanese yen at the rate of the spot rate exchange at March 31, 2003, and income and expenses are translated into Japanese yen at the average rates of exchanges during the fiscal year. Unrealized translation gain or loss is stated as translation adjustments of the shareholders’ equity and minority interests in the accompanying consolidated financial statements.

(6) Accounting for consumption taxes:

     Consumption taxes are principally accounted for under the “Zei Nuki” (tax exclusive) method by the parent company and consolidated domestic subsidiaries except those relating to loss adjustment expenses and operating and general and administrative expenses, which are accounted for under the “Zei Komi” (tax inclusive) method. Non-deductible consumption tax relating to assets is included in other assets and amortized in equal installments over a period of five years.

(7) Accounting for significant finance leases:

     Finance leases of the parent company and domestic consolidated subsidiaries, except for those in which ownership is considered transferred to the lessee, are accounted for as operating leases similar to the rental of property.

(8) Accounting for hedge accounting:

     The parent company adopts the deferral hedge accounting method for stock price option contracts for hedging purposes arising from fluctuations in stock prices relating to holding stocks and currency swap contracts for hedging purposes arising from cash flow fluctuations of foreign-denominated bonds due to fluctuations in foreign exchanges. Interest rate swap contracts for hedging risks, arising from fluctuations in cash flow of loans or bonds relating to fluctuations in interest rates, are accounted for using the deferral hedge accounting method or the exceptional method.

     Hedging effectiveness is assessed semi-annually by comparing cumulative fluctuations of the prices or cash flows between the hedged items and the hedging instruments during the periods from the hedging start dates to the assessment dates. When hedged items and hedging instruments are highly and clearly interrelated or when interest swap transactions meet the criteria for applying the exceptional method, the assessments for the effectiveness of hedging are omitted.

     (9)  Accounting for deferred assets under Article 113 of the Insurance Business Law:

     The amount of amortization of deferred assets under Article 113 of the Insurance Business Law is calculated in accordance with the laws and regulations, and the provisions of the Articles of Incorporation of life insurance subsidiaries.

(10) Accounting for treasury stock and reduction of statutory reserves:

     As a result of the application of the “Accounting Standards regarding Treasury Stock and Reduction of Statutory Reserves (Corporate Accounting Standard No. 1)” for the

fiscal year commencing on or after April 1, 2002, the Company has applied the said accounting to the fiscal year under review. No impact is recognized on income and losses for the fiscal year under review due to the application of such accounting.

     In addition, due to amendments to the Rules for Consolidated Financial Statements, the presentation of shareholders’ equity of the accompanying consolidated balance sheet and the statement of consolidated retained earnings for the fiscal year under review have been prepared in accordance with the Rules for Consolidated Financial Statements as amended.

(11) Per share data:

     As a result of the application of the “Accounting Standards regarding Current Net Income Per Share (Corporate Accounting Standards No. 2)” and “Guideline for Application of Accounting Standards Regarding Current Net Income Per Share (Guideline for Application of Corporate Accounting Standards No. 4)” for the consolidated financial statements for the fiscal year commencing on or after April 1, 2002, the financial statements of the Company have been prepared in accordance with such accounting and guideline for the fiscal year under review.

(12) Accounting for premiums:

     Mitsui Sumitomo Reinsurance Limited has changed the accounting for premiums from the accrual basis to the statement arrival basis for the fiscal year under review.

     This change was made due to the difficulty in independently estimating premiums, as underwriting of reinsurance policies by Mitsui Sumitomo Reinsurance Limited, a reinsurance company, has increased and based on the judgment that the condition of the said company will be properly presented by stating premiums at the time of arrival of statements indicating an amount of premiums, etc.

     In addition, accounting changes in the local accounting standards are retroactively applied to previous years, a decrease in retained earnings at the end of fiscal year arising from such changes are presented as the decrease due to accounting changes in consolidated subsidiary in the consolidated statement of retained earnings.

     Such changes were made due to the determination of necessary information required for the change into the statement arrival basis during the latter semiannual period and the former accounting has been applied for the semiannual period ending September 30, 2003.

5. Matters relating to assets and liabilities of consolidated subsidiaries

     Assets and liabilities of consolidated subsidiaries are valued in the entirely at fair value.

6. Matters relating to amortization of adjustments to consolidated account

     Adjustments to consolidated account is entirely amortized during the fiscal year that such adjustments have occurred.

7. Matters relating to appropriation of retained earnings

     Consolidated statement of retained earnings is prepared based on the appropriation of retained earnings and losses determined during the consolidated fiscal year.

8.	Cash and Cash Equivalents in the Consolidated Statement of Cash Flows
	Cash and cash equivalents consist of cash on hand, deposits in banks which can be withdrawn on demand, and short-term investments, such as time deposits, etc., with a maturity of three months or less after the acquisition.

Additional Information

     Credit derivative transactions, which were treated in the same manner as guarantee liabilities until the previous consolidated fiscal year, are stated in the balance sheet at their reasonable value from the consolidated fiscal year under review. As a result, in comparison with those prepared according to the previous method, ordinary income and income before income taxes decreased by ¥6,824 million. Customers’ liabilities under acceptance and guarantees and liabilities under acceptance and guarantees decreased by ¥533,126 million, respectively.

Notes

(Consolidated Balance Sheets)

1.	Accumulated depreciation of property and equipment amounted to ¥284,932 million and deferred profit on sales of other properties amounted to ¥22,822 million.
2.	Shares, etc. of non-consolidated subsidiaries and affiliates are as follows:

Securities (stock):	¥8,641 million
Securities (foreign securities):	¥8,184 million
Securities (other securities):	¥7,209 million

3.	(1)	Loans to financially impaired parties and overdue loans amounted to ¥78 million and ¥9,561 million, respectively.
		Loans to financially impaired parties represent those loans on which accrued interest receivable is not recognized because repayments of principal or interest were overdue for considerable periods and they are regarded as not collectible (excluding the portion of loans that were written off) and which meet the conditions provided in Article 96, section 1-3, 4 of the Corporation Tax Enforcement Order (1965 Government Ordinance No. 97).
		Overdue loans represent loans not accruing interest excluding loans that have been granted grace for interest payments for the purpose of restructuring of, or support to debtors in financial difficulty and excludes loans to financially impaired parties.
	(2)	Overdue loans not less than 3 months amounted to ¥692 million.
		Overdue loans not less than 3 months represent loans for which principal or interest was not less than 3 months past after the contractual due date for repayment of principal or interest and excludes loans to financially impaired parties and overdue loans.
	(3)	Restructured loans amounted to ¥21,866 million.
		Restructured loans have favorable terms to debtors such as interest exemption or reduction, grace on interest payments, grace on principal repayments, or forgiveness of debts for the purpose of restructuring of or support to debtors in financial difficulty. Loans to financially impaired parties, overdue loans and

	loans overdue not less than 3 months are excluded.
(4)	Loans to financially impaired parties, overdue loans, overdue loans not less than 3 months, and restructured loans amounted to ¥32,199 million.

4.	Collateralized securities amounted to ¥25,286 million, collateralized property and equipment amounted to ¥14,168 million. They include collateral for borrowings of special purpose companies, etc. in the amount of ¥9,104 million and deposited assets for overseas operation, etc.
5.	Securities include those which were loaned under loan agreements for consumption in the aggregate amount of ¥63,323 million.
6.	Other assets include deferred assets of ¥1,190 million under Article 113 of the Insurance Business Law.
7.	The Company has extended a guarantee for execution of transactions made by limited partnership. The total of present value of such transactions at March 31, 2003 amounted to ¥215,688 million, though such amount was not reckoned as customers’ liabilities under acceptance and guarantees and liabilities under acceptance and guarantees since there is no substantial guaranteed amount taking account of collaterals, etc.
8.	The outstanding balance of loans not extended concerning a loan commitment agreement is ¥1,903 million.

(Consolidated Statement of Income)

1. The details of business expenses are as follows:

Agent commission, etc:	¥230,695 million
Salaries:	¥118,964 million
Amortization of adjustments to consolidated accounts:	¥327 million

	Operating expenses are the aggregated amount of loss adjustment expenses, operating expenses and general and administrative expenses, and commission and collections expenses in the accompanying consolidated statement of income.
2.	Other extraordinary income represents reversal of bad debts reserve.
3.	Other extraordinary losses represent miscellaneous merger expenses of ¥7,726 million, extra retirement pay due to the outplacement support system of ¥4,491 million, the valuation losses of land and buildings due to significant declines in fair values of ¥1,215 million.

(Consolidated Statement of Retained Earnings)

     Officers’ bonuses are for Directors only.

(Consolidated Cash Flows)

1. Cash and cash equivalents as of March 31, 2003 were reconciled to the amounts reported in the consolidated balance sheet as follows:

Cash deposits and savings:	¥366,953 million
Call loans	¥5,000 million
Futures bought:	¥1,999 million
Monetary claims bought:	¥38,874 million
Money trusts:	¥26,803 million
Time deposits with maturities of over 3 months:	-¥40,754 million
Monetary claims bought other than cash equivalents:	-¥3,810 million
Money trusts other than cash equivalents:	¥24,291 million
Cash and cash equivalents:	¥370,775 million

2.	Important non-fund transactions:
(1)	Properties acquired for the purpose of collection of claims paid and planned to be sold amounted to ¥33,339 million.
(2)	The amount of assets and liabilities for finance leases, which are newly stated in the accompanying balance sheet for the fiscal year under review are ¥684 million, respectively.
3.	Cash flows from investing activities include cash flows arising from asset management business for insurance business.

Important Subsequent Events

     The parent company has been granted authorization from the Minister of Health, Labor and Welfare for exemption from the duty of future payment for the substituted portion of the welfare annuity fund as of April 1, 2003 as a result of the enforcement of the Defined Benefit Corporate Pension Law.

     The parent company plans to recognize the difference arising from the retirement benefit obligation with respect to the substituted portion and an amount equivalent to the refunded plan assets as income or loss on the Company’s financial statements on the date that the substituted portion is returned. The interim measures prescribed by Paragraph 2, Section 47 of the “Guidelines for the Practice of Retirement Benefit Accounting (interim report)” (Report No. 13, Accounting System Committee, The Japanese Certified Public Accountants) will not be applied.

     In the light of fluctuations in the fair values of plan assets held by the parent company and undecided refundable amount of plan assets, the actual amount to be recognized as income or loss on the date that the substituted portion is returned, has not yet been determined. If the said Guidelines were applied, the impact on the settlements of accounts of the parent company would be approximately ¥33 billion (extraordinary income) on a trial basis.

Segment Information

1. Business segment information

For the fiscal year ended March 31, 2003 (from April 1, 2002 to March 31, 2003)

											(Millions of yen)
					Non-life insurance		Life insurance
					business		business		Total		Eliminations			Consolidated
	I		Ordinary income and expenses
			Ordinary income
	(1	)	Ordinary income to third parties			1,857,644		133,056		1,990,701		(70,321	)		1,920,379
	(2	)	Intersegment ordinary income			1,844		—		1,844		(1,844	)		—
				Total		1,859,488		133,056		1,992,545		(72,166	)		1,920,379
Ordinary expenses						1,809,384		133,603		1,942,988		(72,166	)		1,870,821
Ordinary profit or losses						50,104		-547		49,557		—			49,557
II			Assets, amortization and depreciation and capital expenditures Assets			6,028,854		479,272		6,508,127		(30,513	)		6,477,614
			Amortization and depreciation			22,415		134		22,549		—			22,549
			Capital expenditures			10,719		47		10,766		—			10,766

(Notes)	(1)	Business segments are determined based on their actual condition of business in the parent company and consolidated subsidiaries.
	(2)	The major businesses in each business segment are as follows:

Non-life insurance business:	Underwriting business and asset management business for non-life insurance
Life insurance business:	Underwriting business and asset management business for life insurance

(3) The amount stated in the column “Eliminations” of ordinary income to third parties for the fiscal year ended March 31, 2003 represents the amount transferred, as a result that the reserve for underwriting reserves which has been classified as ordinary income for the life insurance business segment is included in and stated as the provision for underwriting reserves on the consolidated statement of income.

2. Geographical segment information

Fiscal year ended March 31, 2003 (from April 1, 2002 to March 31, 2003)

	Since the ratio of “Japan” accounts for 90% or more of the accumulation of ordinary income and the accumulation of assets of all segments, respectively, any geographical segment information is omitted to be stated.
3.	Overseas sales

Fiscal year ended March 31, 2003 (from April 1, 2002 to March 31, 2003)

Since the overseas sales (ordinary income) accounts for less than 10% of the consolidated net sales (ordinary income), overseas sales is omitted to be stated herein.

Lease Transactions

For the fiscal year ended March 31, 2002			For the fiscal year ended March 31, 2003
(April 1, 2001 - March 31, 2002)			(April 1, 2002 - March 31, 2003)
1.	Finance lease transactions except for those agreements which stipulate the transfer of ownership of the leased assets to the lessee		1.	Finance lease transactions except for those agreements which stipulate the transfer of ownership of the leased assets to the lessee
(1)	The pro forma amounts of the acquisition costs, accumulated depreciation and net book value of the leased assets as of March 31, 2002 were as follows:		(1)	The pro forma amounts of the acquisition costs, accumulated depreciation and net book value of the leased assets as of March 31, 2003 were as follows:
		(Millions of yen)			(Millions of yen)
Acquisition costs			Acquisition costs
Accumulated depreciation			Accumulated depreciation
Net book value			Net book value
Equipment			Equipment
	3,079			1,405
	2,361			1,162
	718			243
	The acquisition costs shown above represent the aggregate future minimum lease payments because such payments were immaterial to the net book value of real property and equipment at March 31, 2002.			Same as that for the fiscal year ended March 31, 2002.
(2)	Future minimum lease payments outstanding as of March 31, 2002 are summarized as follows:		(2)	Future minimum lease payments outstanding as of March 31, 2002 are summarized as follows:
Due in one year or less			Due in one year or less
		¥475 million			¥196 million
Due after one year			Due after one year
		243 million			¥46 million
	Total	¥718 million		Total	¥243 million
	The future minimum lease payments shown above represent the total lease payments including the interest portion thereon because such payments were immaterial to the net book value of real property and equipment at March 31, 2002.			Same as that for the fiscal year ended March 31, 2002.
(3)	Lease payments and depreciation of leased assets are shown below:		(3)	Lease payments and depreciation of leased assets are shown below:
Lease payments			Lease payments
		¥1,447 million			¥473 million
Depreciation			Depreciation
		¥1,447 million			¥473 million
(4)	Method of calculation of depreciation		(4)	Method of calculation of depreciation
	Depreciation of leased assets is calculated by the straight-line method over the respective lease terms assuming a residual value of zero.			Same as that for the fiscal year ended March 31, 2002.
2.	Operating lease transaction		2.	Operating lease transaction
	Future minimum lease payments for operating leases outstanding as of March 31, 2002 are summarized as follows:			Future minimum lease payments for operating leases outstanding as of March 31, 2003 are summarized as follows:
Due in one year or less			Due in one year or less
		¥382 million			¥707 million
Due after one year			Due after one year
		¥480 million			¥707 million
	Total	¥862 million		Total	¥1,415 million

Transactions with the Related Parties

For the fiscal year ended March 31, 2002 (From April 1, 2001 to March 31, 2002)

     Subsidiaries, etc.

			Capital stock
Types of company	Name of company	Address	(¥ million)		Contents of business or occupation
Subsidiary	MITSUI SUMITOMO INSURANCE Loan Service Company, Limited	Chuo-ku, Tokyo		186	Guarantee of debt related to consumer loans and agency of business related to housing loan guarantee

	Relationship
							Balance at the
Ratio of ownership of voting	Concurrent assumption of	Principal business		Amount of			end of fiscal
rights, etc.:	office, etc. of officers	or occupation	Contents of transactions	transaction		Item	year
				(¥ million)			(¥ million)
Direct ownership: 10% Indirect ownership: 84%	Concurrent assumption: Dispatch: 3 Concurrent assumption: 7 Transfer: 4	Credit guarantee related to consumer loans executed by the Company and agency of business related to housing loan guarantee to be underwritten by the Company	Guarantee of debt related to transactions between the Company and third parties (Note)		85,757	—	—

Conditions of transactions, policy for determination of conditions of transactions, etc.:

The Company and MITSUI SUMITOMO INSURANCE Loan Service Company, Limited have entered into an agreement related to comprehensive guarantee presenting conditions for financing for each type of loan, in advance, and the Company has been guaranteed pursuant thereto.

(Note) The Company receives a guarantee of debt from MITSUI SUMITOMO INSURANCE Loan Service Company, Limited with regard to loans such as housing loans, etc. to third parties.

For the fiscal year ended March 31, 2003 (From April 1, 2002 to March 31, 2003)

     Subsidiaries, etc.

			Capital stock
Types of company	Name of company	Address	(¥ million)		Contents of business or occupation
Subsidiary	MITSUI SUMITOMO INSURANCE Loan Service Company, Limited	Chuo-ku, Tokyo		186	Credit guarantee related to consumers’ loan and agency of business related to housing loan guarantee

	Relationship						Balance at the
					Amount of		end of fiscal
Ratio of ownership of	Concurrent assumption		Principal business	Contents of	transaction		year
voting rights, etc.:	of office, etc. of officers		or occupation	transactions	(¥ million)	Item	(¥ million)
Direct ownership: 10% Indirect ownership: 84%	Dispatch: Concurrent: assumption Transfer:	5   7 2	Credit guarantee related to consumer loans executed by the Company and agency of business related to housing loan guarantee to be underwritten by the Company	Guarantee of debt related to transactions between the Company and third parties (Note)	85,800	—	—

Conditions of transactions, policy for determination of conditions of transactions, etc.:

The Company and MITSUI SUMITOMO INSURANCE Loan Service Company, Limited have entered into an agreement related to a comprehensive guarantee presenting conditions for financing for each type of loan, in advance, and the Company is to be guaranteed pursuant thereto.

Note: The Company receives a guarantee of debt from MITSUI SUMITOMO INSURANCE Loan Service Company, Limited with regard to loans such as housing loans, etc. to third parties.

Tax Effect Accounting

For the fiscal year ended March 31, 2002
(As of March 31, 2002)

1. Main items having deferred tax assets and deferred tax liabilities occurred are as follows:

		(Millions of Yen)
Deferred tax assets
	Securities:		24,234
	Land, etc:		11,402
	Bad debts reserve		7,290
	Underwriting reserve:		143,634
	Reserve for annuity and retirement benefits:		53,306
	Reserve for price fluctuation:		7,459
	Software costs:		14,510
	Other:		18,541
Subtotal deferred tax assets			280,379
Valuation reserve:			-9,812
Total deferred tax assets			270,567
Deferred tax liabilities
Deferred assets under Article 113 of the Insurance Business Law:			-573
	Unrealized gains on investments, net of tax:		-389,101
	Other:		-1,166
Subtotal deferred tax liabilities			-390,841
Deferred tax liabilities — net			-120,273

2. Details of the significant differences occurred between the normal income tax rate and the effective tax rate after the application of tax effect accounting are as follows:

		(%)
Normal income tax rate in Japan			36.1
(Adjustments)
	Non-taxable income including dividends received		-19.9
	Non-deductible expenses including entertainment expenses		5.2
	Increase in valuation reserve		3.7
	Other		0.1
	Effective tax rate		25.2

For the fiscal year ended March 31, 2003
(As of March 31, 2003)

1. Main items having deferred tax assets and deferred tax liabilities occurred are as follows:

		(Millions of Yen)
Deferred tax assets
	Securities:		37,487
	Land, etc:		12,662
	Bad debts reserve		6,041
	Underwriting reserve:		146,177
	Reserve for annuity and retirement benefits:		50,988
	Reserve for price fluctuation:		2,466
	Software costs:		15,822
	Other:		25,182
Subtotal deferred tax assets			296,827
Valuation reserve:			-13,490
Total deferred tax assets			283,337
Deferred tax liabilities
Deferred assets under Article 113 of the Insurance Business Law:			-430
	Unrealized gains on investments, net of tax:		-253,388
	Other:		-1,442
Subtotal deferred tax liabilities			-255,260
Deferred tax liabilities — net			-28,077

2. Details of the significant differences occurred between the normal income tax rate and the effective tax rate after the application of tax effect accounting are as follows:

		(%)
Normal income tax rate in Japan			36.1
(Adjustments)
	Increase in valuation reserve		6.6
	Non-taxable income including dividends received		-5.9
	Non-deductible expenses including entertainment expenses		2.2
	Other		0.9
	Effective tax rate		39.9

Securities

1.	Trading securities:      Not applicable.
2.	Securities held to maturity with fair value:

(Millions of yen)

		For the fiscal year ended Mar. 31, 2002						For the fiscal year ended Mar. 31, 2003
		(As of March 31, 2002)						(As of March 31, 2003)
Types of securities		Consolidated		Fair value		Unrecognized		Consolidated		Fair value		Unrecognized
		carrying value				gain or loss		carrying value				gain or loss
Securities, of which fair value is more than consolidated carrying value	Bonds and debentures		50		50		0		—		—		—
	Foreign securities		2,937		3,537		600		2,027		2,097		70
	Subtotal		2,987		3,587		600		2,027		2,097		70
Securities, of which fair value is not more than consolidated carrying value	Bonds and debentures		292		292		—		—		—		—
	Foreign securities		3,068		3,068		-0		1,005		1,005		—
	Subtotal		3,361		3,361		-0		1,005		1,005		—
	Total		6,348		6,948		600		3,033		3,103		70

3. Other securities with fair value:

(Millions of yen)

			For the fiscal year ended Mar. 31, 2002						For the fiscal year ended Mar. 31, 2003
			(As of March 31, 2002)						(As of March 31, 2003)
Types of securities			Acquisition		Consolidated		Unrecognized		Acquisition		Consolidated		Unrecognized
			costs		carrying value		gain or loss		costs		carrying value		gain or loss
Securities, of which consolidated carrying value is more than		Bonds and		1,755,255		1,824,720		69,465		2,062,826		2,170,515		107,688
	acquisition costs	debentures		813,385		1,741,126		927,740		677,682		1,211,915		534,233
		Foreign securities		629,372		729,930		100,558		606,738		707,174		100,436
		Other		18,383		19,512		1,128		39,255		40,123		867
		Subtotal		3,216,397		4,315,290		1,098,892		3,386,503		4,129,729		743,226
Securities, of which consolidated carrying value is not more than		Bonds and		246,301		242,261		-4,040		27,765		27,320		-445
	acquisition costs	debentures		120,796		101,894		-18,902		177,676		144,887		-32,788
		Foreign securities		109,603		106,052		-3,551		124,190		114,994		-9,196
		Other		9,867		9,061		-806		25,459		23,797		-1,662
		Subtotal		486,569		459,268		-27,300		355,091		310,999		-44,092
		Total		3,702,966		4,774,559		1,071,592		3,741,594		4,440,728		699,133

For the fiscal year ended Mar. 31, 2002	For the fiscal year ended Mar. 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
The Company recognized impairment losses of ¥22,341 million for other securities with fair values.	The Company recognized impairment losses of ¥48,571 million for other securities with fair values.
Impairment losses have been recognized in the case of all securities declining not less than 50% in fair value compared with acquisition costs. Impairment losses have been recognized in the case of securities declining not less than 30% but less than 50% in fair value, only those other than in the case of perspective on recovery of fair value is recognized.	Impairment losses have been recognized in the case of all securities declining not less than 50% in fair value compared with acquisition costs. Impairment losses have been recognized in the case of securities declining not less than 30% but less than 50% in fair value, only those other than in the case of perspective on recovery of fair value is recognized.

4. Other securities sold during the fiscal year ended March 31, 2003:

(Millions of yen)

For the fiscal year ended Mar. 31, 2002

For the fiscal year ended Mar. 31, 2003

(As of March 31, 2002)

(As of March 31, 2003)

Types of securities

Total gain

Total loss

Total gain

Total loss

Selling price

on sales

on sales

Selling price

on sales

on sales

Other securities

382,821

41,848

5,166

435,740

47,143

17,252

For the fiscal year ended Mar. 31, 2002	For the fiscal year ended Mar. 31, 2003
(April 1, 2001 - March 31, 2002)	(April 1, 2002 - March 31, 2003)
The loss on sales stated in the above table is represented as “loss on sales of securities” after setting-off the reversal of reserve for loss on investment amounting to ¥97 million

5. Information on securities which are not value at fair value and carrying value in the consolidated balance sheet:

For the fiscal year ended Mar. 31, 2002		For the fiscal year ended Mar. 31, 2003
(As of March 31, 2002)		(As of March 31, 2003)
(1) Securities held to maturity		(1) Securities held to maturity
Foreign securities:	¥362 million	Foreign securities:	¥306 million
Other:	¥47,953 million	Other:	¥83,152 million
(Note)		(Note)
Transferable deposits which are included in cash and bank deposits, and commercial paper which is included in monetary claims bought on the consolidated balance sheet, are accounted for as “Other”		Transferable deposits which are included in cash and bank deposits, and commercial paper which is included in monetary claims bought on the consolidated balance sheet, are accounted for as “Other”
(2) Other securities		(2) Other securities
Bonds and debentures:	¥4,944 million	Bonds and debentures:	¥5,535 million
Stock:	¥42,614 million	Stock:	¥41,251 million
Foreign securities:	¥38,841 million	Foreign securities:	¥24,079 million
Others:	¥5,062 million	Others:	¥6,086 million
(Note)		(Note)
“Others” include beneficiary rights for loan credits trust, which are accounted for as monetary claims bought in the consolidated balance sheet		���Others” include beneficiary rights for loan credits trust, which are accounted for as monetary claims bought in the consolidated balance sheet.

6. Securities of which purpose has been changed:

For the fiscal year ended Mar. 31, 2002

For the business Year ended Mar. 31, 2003

Securities held to maturity (consolidated carrying value was ¥29,574 million) were changed and re-classified as other securities. This was due to the fact that a surviving company received the securities held to maturity as other securities of the merged company in accordance with its operation policy, upon the merger of life-insurance consolidated companies. As a result, securities increased by ¥1,271 million and unrealized gains on investments, net of tax increased by ¥811 million, respectively.

7. Redemption amounts of securities with maturity and securities held to maturity, which are classified as “Other securities”:

(Millions of yen)

		For the fiscal year ended Mar. 31, 2002								For the business Year ended Mar. 31, 2003
		(As of March 31, 2002)								(As of March 31, 2003)
Types of securities				Due after one year		Due after five						Due after one year		Due after five
		Due in one		and in five		years and in ten		Due after		Due in one		and in five		years and in ten		Due after
		year or less		years or less		years or less		ten years		year or less		years or less		years or less		ten years
National government bonds			11,329		56,624		133,751		26,204		9,333		54,974		249,820		20,733
Municipal bonds			40,995		392,875		104,711		2,821		62,341		316,096		93,282		1,677
Corporate bonds			135,302		596,492		505,298		65,847		131,582		606,426		579,418		77,711
Foreign securities			58,134		373,066		206,828		56,454		41,329		375,329		223,985		48,040
Other securities			47,995		456		453		1,277		83,156		276		1591		1,152
	Total		293,757		1,419,514		951,043		152,605		327,744		1,353,105		1,146,666		149,314

(Note) Transferable deposits which are accounted for as cash on hand and deposits in banks and commercial paper which is accounted for as monetary claims bought on the consolidated balance sheet are included in “Other securities”.

Money Trusts

1. Money trusts intended for investment:

(Millions of yen)

	For the fiscal year ended Mar. 31, 2002				For the fiscal year ended Mar. 31, 2003
	(As of March 31, 2002)				(As of March 31, 2003)
Type	Consolidated		Unrealized gain		Consolidated		Unrealized gain
	carrying value		(loss) included in		carrying value		(loss) included in
			Income and Loss				Income and Loss
Money trusts		37,615		- 4,549		24,291		- 925

2.	Money trusts held to maturity:      Not applicable.
3.	Money trusts other than those are intended for investment and held to maturity:

For the fiscal year ended Mar. 31, 2002	For the fiscal year ended Mar. 31, 2003
(April 1, 2001 - March 31, 2002)	(April 1, 2002 - March 31, 2003)
There are no monetary trusts to be solely invested which are valued by the fair value. The monetary trust intended for joint investment represented as the acquisition costs in the balance sheet is ¥1,023 million.	There are no monetary trusts to be solely invested which are valued by the fair value. The monetary trust intended for joint investment represented as the acquisition costs in the balance sheet is ¥2,512 million.

Derivative Transactions

1. Matters relating to transactions:

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(From April 1, 2001 to March 31, 2002)	(From April 1, 2002 to March 31, 2003)
1. Policy for transactions and purpose of utilizing derivative transactions:   The Company is utilizing derivative transactions to hedge the Company’s exposure to the market risk in connection with price, foreign exchange and interest rate fluctuations in asset management.   In addition to hedging purposes, the Company is utilizing derivative transactions to conservatively obtain investment income within the extent of a certain volume of transactions.	1. Policy for transactions and purpose of utilizing derivative transactions:   The Company is utilizing derivative transactions mainly to hedge the Company’s exposure to the market risk in connection with price, foreign exchange and interest rate fluctuations in asset management.   In addition to hedging purposes, the Company is utilizing derivative transactions, taking into account the risk of contracts, to conservatively obtain investment income.
2. Contents of transaction:   Derivative transactions, which the Company utilized for hedging purpose during the fiscal year under review, consist of forward foreign exchange contracts, currency option contracts, interest rate swap contracts, bond and equity futures, stock option contracts and stock price index futures.   In addition, derivative transactions, which the Company utilized to obtain income, consist of forward foreign exchange contracts, currency option contracts, interest rate swap contracts, interest rate cap contracts, swaptions, bond and equity futures, bond and equity over-the-counter option contracts, stock price index option contracts and weather derivative contracts, etc.	2. Contents of transaction:   Derivative transactions, which the Company utilized for hedging purpose during the fiscal year under review, consist of forward foreign exchange contracts, currency option contracts, currency swap contracts, interest rate swap contracts, bond and equity over-the-counter option contracts, stock price index futures and stock price index option contracts.   In addition, derivative transactions, which the Company utilized to obtain income, consist of forward foreign exchange contracts, currency option contracts, interest rate swap contracts, interest rate cap contracts, swaptions, bond and equity futures, bond and equity futures option contracts, stock price index option contracts, credit derivative contracts and weather derivative contracts, etc.
3. Risks of transactions:   Generally, derivative transactions involve risks related to market price fluctuation of the object of transactions (market risks) and risks related to the default of contracts due to bankruptcy, etc. of counterparty (credit risks).   Weather derivative contracts include risks arising from fluctuation of the events on which respective derivatives are based.   Similarly, derivative transactions, which are utilized by the Company, involve market risks related to price fluctuation of the object of transactions.   However, in case of derivative transactions for hedging purposes, market risk is abated as price fluctuation of assets in kind and that of derivative transactions are reversed.   The Company utilizes no leveraged derivative transactions, which is a special transaction whose ratio of fluctuation of the market price of the relevant transaction to the price fluctuation of the object of the transaction is large.   In addition, to avoid credit risks resulting from the default of contracts, the Company only executes derivative transactions with financial institutions of high credit and diversifies transactions within such financial institutions.	3. Risks of transactions:   Generally, derivative transactions involve risks related to market price fluctuation of the object of transactions (market risks) and risks related to fluctuation of the occurrence of events which derivative transactions have been based on. In addition, risks for the default of contracts due to bankruptcy, etc. of counterparty (credit risks) is included.   Similarly, derivative transactions, which are utilized by the Company, involve market risks related to price fluctuation of the object of transactions.   However, in case of derivative transactions for hedging purposes, market risk is abated as price fluctuation of cash assets and that of derivative transactions are reversed.   The Company utilizes no leveraged derivative transactions, which is a special transaction whose ratio of fluctuation of the market price of the relevant transaction to the price fluctuation of the object of the transaction is large.   In addition, to avoid credit risks resulting from the default of contracts, the Company only executes derivative transactions with financial institutions of high credit and diversifies transactions within such financial institutions.
4. Risk management system for transactions:   The Company establishes internal regulations related to authority concerning all transactions including derivative transactions as well as risk management regulations, and executes and manages derivative transactions pursuant to these regulations.   The Company completely divides the division in charge of execution of derivative transactions, and the division in charge of back-office business; and derivative transactions are checked daily by both divisions, mutually.   The management supervision division checks positions (balance, unrealized profits and losses, etc.) of all derivative transactions and reports such state to the Executive Committee of the Company monthly.	4. Risk management system for transactions:   Same as the fiscal year ended March 31, 2002.

2. Matters relating to fair values, etc.

     The contract amounts, etc. for derivative contracts are generally based on the nominal contract amounts or the estimated calculated amount of the principals. Therefore, such amounts do not always represent market risks and credit risks, etc.

Currency

(Millions of Yen)

				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
												Unrealized Gain										Unrealized Gain
												/(Loss)										/(Loss)
				Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
							1 year or more										1 year or more
Transactions	Forward foreign
other than		exchange contracts:
market		Sales contracts:
transactions			US$		24,457			—			24,991		-533		—			—			—		—
			Euro		7,391			—			7,475		-83		—			—			—		—
		Purchase contracts:
			US$		2,827			—			2,830		2		—			—			—		—
			Euro		4,174			—			4,179		4		—			—			—		—
	Currency option
		contracts:
		Sales contracts:
			Call options US$		675			—			0		0		—			—			—		—
					(1	)		(—	)						(—	)		(—	)		—		—
			Put options US$		2,346			—			0		0		—			—
					(1	)		(—	)						(—	)		(—	)
		Purchase contracts:
			Call options US$		1,838			—			159		109		—			—			—		—
					(50	)		(—	)						(—	)		(—	)
			Put options US$		1,173			—			0		-52		—			—			—		—
					(52	)		(—	)						(—	)		(—	)
		Total			44,883			—			39,637		-551		—			—			—		—

For the fiscal year ended March 31, 2002			For the fiscal year ended March 31, 2003
(As of March 31, 2002)			(As of March 31, 2003)
1.	(1)     (2)	Calculation method of fair values: Forward foreign exchange contracts: Fair values are estimated based on the market prices of the future market. Currency option transactions: Fair values are estimated based on the internally established models, etc. for calculation of option values.	Due to the application of accounting standards for Foreign Currency Transactions, derivative transactions which have been transferred to the monetary credits and debts, etc. denominated in foreign currency and the transactions to which hedge accounting has been applied are excluded from the above table.
2.		Due to the application of accounting standards for Foreign Currency Transactions, derivative transactions which have been transferred to the monetary credits and debts, etc. denominated in foreign currency are excluded from the above table.
3.		The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.

Interest rate

(Millions of Yen)

				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
												Unrealized Gain										Unrealized Gain
												/(Loss)										/(Loss)
				Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
							1 year or more										1 year or more
Transactions	Interest rate swap
other than	contracts:
market		Receivable floating
transactions		rate, payable fixed
		rate:			27,356			25,946			1,666		1,666		27,204			25,704			1,928		1,928
		Receivable fixed
		rate, payable floating rate:			20,810			20,400			-1,342		-1,342		19,870			18,870			-1,643		-1,643
		Receivable floating
		rate, payable floating
		rate:			6,000			6,000			-14		-14		4,000			4,000			-63		-63
	Interest rate option
	contracts:
		Cap
			Sell		8,910			8,700			69		156		9,500			9,300			26		202
					(225	)		(224	)						(228	)		(226	)
			Purchase		3,000			3,000			73		-123		3,500			3,500			25		-173
					(196	)		(196	)						(198	)		(198	)
		Total			66,076			64,046			451		342		64,074			61,374			273		251

For the fiscal year ended March 31, 2002			For the fiscal year ended March 31, 2003
(As of March 31, 2002)			(As of March 31, 2003)
1.		Calculation method of fair values:	1.	Calculation method of fair values:
	(1)     (2)	Interest rate swap transactions: Fair values are estimated by discounted values of future cash flows estimated based on the interest rate as of the balance sheet date. Interest rate option transactions: Fair values are estimated based on internally established models, etc. for calculation of option values.		Same as that for the fiscal year ended March 31, 2002.
2.		The transactions to which hedge accounting has been applied are excluded from the above table.	2.	Same as that for the fiscal year ended March 31, 2002.
3.		The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.	3.	Same as that for the fiscal year ended March 31, 2002.

Stock

(Millions of Yen)

				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
												Unrealized Gain										Unrealized Gain
												/(Loss)										/(Loss)
				Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
							1 year or more										1 year or less more
Market	Stock price index
transactions		futures:
			Sales contracts:		1,158			—			1,110		48		—			—			—		—
	Stock price index
		option contracts:
			Call
			Sales contracts:		3,050			—			7		44		—			—			—		—
					(51	)		(—	)						(—	)		(—	)
			Put
			Purchase contracts:		2,700			—			42		-2		—			—			—		—
					(45	)		(—	)						(—	)		(—	)
		Total			6,908			—			1,159		90		—			—			—		—

For the fiscal year ended March 31, 2002		For the fiscal year ended March 31, 2003
(As of March 31, 2002)		(As of March 31, 2003)
1.	Calculation method of fair values: Fair values are estimated based on the closing market prices at the major markets.	Contracts to which hedge accounting has been applied are excluded from the above table.
2.	The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.

Bond and equity

(Millions of Yen)

					For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
					(As of March 31, 2002)										(As of March 31, 2003)
													Unrealized Gain										Unrealized Gain
													/(Loss)										/(Loss)
					Contract Amount						Fair Value		on valuation		Contract Amount						Fair Value		on valuation
Classification	Types of contracts
								1 year or more										1 year or less more
Transactions	Bond and equity over-
other than		the-counter option
market		contracts:
transactions			Put
				Sales contracts:		7,392			—			1		16		2,953			—			—		7
						(18	)		(—	)						(7	)		(—	)
		Total				7,392			—			1		16		2,953			—			—		7

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
1. Calculation method of fair values:	1. Calculation method of fair values:
Fair values are estimated based on the internally established models, etc. for calculation of option values.	Same as that for the fiscal year ended March 31, 2002.
2. The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.	2. Same as that for the fiscal year ended March 31, 2002.

[Credit]

(Millions of Yen)

					For the fiscal year ended March 31, 2002								For the fiscal year ended March 31, 2003
					(As of March 31, 2002)								(As of March 31, 2003)
Classification	Types of contracts				Contract Amount				Fair Value		Unrealized Gain		Contract Amount				Fair Value		Unrealized Gain
							1 year or				/(Loss)				1 year or				/(Loss)
							more				on valuation				less more				on valuation
Transactions	Credit derivative
other than		contracts:
market			Sales contracts:			—		—		—		—		561,964		549,752		-7,391		-7,391
transactions			Purchase contracts			—		—		—		—		22,838		22,838		60		60
				Total		—		—		—		—		584,802		572,590		-7,330		-7,330

For the fiscal year ended March 31, 2002	For the fiscal year ended March 31, 2003
(As of March 31, 2002)	(As of March 31, 2003)
	1. Calculation method of fair values: Fair values are estimated based on major components such as prices and duration of contracts, etc. of transaction objects. Fair values of some contracts are partially estimated based on the quoted prices from the financial institutions with which the Company has transactions.
	2. “Sales contracts” are underwriting contracts for credit risks and “purchase contracts” are delivery contracts for credit risks.

     Others

																				(Millions of Yen)
				For the fiscal year ended March 31, 2002										For the fiscal year ended March 31, 2003
				(As of March 31, 2002)										(As of March 31, 2003)
				Contract Amount										Contract Amount
							1 year or					Unrealized					1 year or					Unrealized
Classification	Types of contracts						more			Fair Value		Gain/(Loss)					more			Fair Value		Gain/(Loss)
Transactions other than market transactions	Climate derivative contracts:
		Cap
			Sell:		8			0			15		8		16			—			20		4
					(24	)		(0	)						(24	)		(—	)
			Purchase:		5			—			14		- 2		0			—			1		0
					(16	)		(—	)						(0	)		(—	)
		Floor:
			Sell:		0			—			0		0		—			—			—		—
					(1	)		(—	)						(—	)		(—	)
			Purchase:		0			—			0		- 0		—			—			—		—
					(0	)		(—	)						(—	)		(—	)
		Color:
			Sell:		—			—			—		—		0			—			0		—
					(—	)		(—	)						(0	)		(—	)
		Swap:			—			—			—		—		0			—			—		—
					(—	)		(—	)						(—	)		(—	)
		Underwriting contracts for comprehensive risks:			—			—			614		614		—			—			70		70
	Natural disaster derivative contracts:
		Cap
			Sell:		190			60			2		5		280			160			9		4
					(7	)		(2	)						(14	)		(9	)
	Economic index derivative contracts:
		Floor:
			Sell:		0			—			7		14		0			0			3		—
					(21	)		(—	)						(3	)		(3	)
	Total				205			60			654		640		297			160			105		80

For the fiscal year ended March 31, 2002
(As of March 31, 2002)

1.	Calculation method of fair values: Fair values are estimated based on the internally established models, etc. for calculation of option values.
2.	The amounts stated in the parentheses of the lower column of the “contract amounts” in the above table represent the option premiums stated in the balance sheet.

For the fiscal year ended March 31, 2003
(As of March 31, 2003)

1.	Calculation method of fair values: Fair values are estimated based on the internally established models, etc. for calculation of option values.
	With respect to underwriting contracts for comprehensive risks, fair values are estimated based on the quotes from business partners.
2.	Same as that for the fiscal year ended March 31, 2002.

Retirement Benefit

For the fiscal year ended March 31, 2002

1.	Outline of the retirement benefit plans adopted by the Company is as follows:
	The parent company and some consolidated subsidiaries have established a lump-sum payment benefit plan. In addition, the parent company has established the retirement allowance scheme, welfare pension fund scheme and tax-qualified plans as the defined benefit plan for employees.
	The parent company has abolished contributory and non-contributory pension plans due to the merger and has newly adopted the tax-qualified plans.
2.	Matters relating to retirement benefit obligations (as of March 31, 2002):

	(Millions of Yen)
(a) Projected retirement benefit obligations		-318,187
(b) Plan assets		147,000
(c) Unfunded obligations (a)+(b)		-171,187
(d) Unrecognized actuarial losses		26,694
(e) Unrecognized prior service costs		-19,052
(f) Net retirement benefit obligation recognized in the consolidated balance sheet (c)+(d)+(e)		-163,544
(g) Prepaid pension cost		—
(h) Accrued retirement benefits (f)+(g)		-163,544

(Notes)

1.	Any substituted portion of welfare pension fund is included in the above figures.
2.	Some consolidated subsidiaries have applied for the simplified tax effect accounting method to calculate retirement benefit obligations.
3.	Matters relating to expenses for retirement benefits (from April 1, 2001 to March 31, 2002):

	(Millions of Yen)
(a) Service costs Note 1		114,073
(b) Interest cost		8,776
(c) Expected return on plan assets		-5,427
(d) Amortization of actuarial losses		6,528
(e) Amortization of prior service costs		-3,228
(f) Costs for retirement benefits (a)+(b)+(c)+(d)+(e)		20,723

(Notes)

1.	The amount contributed by employees for welfare pension fund is excluded.
2.	Costs for retirement benefits of the consolidated subsidiaries which have applied for the simplified tax effect accounting method are stated in the “(a) service costs”.
4.	Matters relating to the calculation basis for retirement benefit obligations (Mitsui Sumitomo Insurance Co., Ltd.):

(a) Attribution of retirement benefit obligations:	Straight-line method
(b) Discount rates:		2.50	%
(c) Expected rate of return on plan assets:		4.07	%
(d) Amortization period of prior service costs:	4 years
(Prior service costs are amortized using the straight-line method over certain periods within the estimated average remaining service years of employees.)
(e) Amortization period of actuarial losses:	10 years
(Actuarial gains and losses are amortized from the next fiscal year using the straight-line method over certain periods within the estimated average remaining service years of employees.)

For the fiscal year ended March 31, 2003

1.	Outline of the retirement benefit plans adopted by the Company is as follows: The parent company and some consolidated subsidiaries have established a lump-sum payment benefit plan. In addition, the parent company has established the retirement allowance scheme, welfare pension fund scheme and tax-qualified plans as the defined benefit plan for employees.
2.	Matters relating to retirement benefit obligations (as of March 31, 2003):

	(Millions of Yen)
(a) Projected retirement benefit obligations		-358,372
(b) Plan assets		146,966
(c) Unfunded obligations (a)+(b)		-211,405
(d) Unrecognized actuarial losses		73,029
(e) Unrecognized prior service costs		-13,828
(f) Net retirement benefit obligation recognized in the consolidated balance sheet (c)+(d)+(e)		-152,203
(g) Prepaid pension cost		—
(h) Accrued retirement benefits (f)+(g)		-152,203

(Notes)

1.	Any substituted portion of welfare pension fund is included in the above figures.
2.	Some consolidated subsidiaries have applied for the simplified tax effect accounting method to calculate retirement benefit obligations.
3.	Matters relating to expenses for retirement benefits (from April 1, 2002 to March 31, 2003):

	(Millions of Yen)
(a) Service costs Note 1		112,637
(b) Interest cost		7,943
(c) Expected return on plan assets		-4,410
(d) Amortization of actuarial losses		2,767
(e) Amortization of prior service costs		-5,223
(f) Costs for retirement benefits (a)+(b)+(c)+(d)+(e)		13,714

(Notes)

1.	The amount contributed by employees for welfare pension fund is excluded.
2.	Costs for retirement benefits of the consolidated subsidiaries which have applied for the simplified tax effect accounting method are stated in the “(a) service costs”.
3.	Other extraordinary losses include extra retirement pay due to the outplacement support system of ¥4,491 million.
4.	Matters relating to the calculation basis for retirement benefit obligations:

(a) Attribution of retirement benefit obligations:	Straight-line method
(b) Discount rates:		2.00	%
(c) Expected rate of return on plan assets:		3.00	%
(d) Amortization period of prior service costs:	4 years
(Prior service costs are amortized using the straight-line method over certain periods within the estimated average remaining service years of employees.)
(e) Amortization period of actuarial losses:	10 years
(Actuarial gains and losses are amortized from the next fiscal year using the straight-line method over certain periods within the estimated average remaining service years of employees.)

Information of Loans Receivable under Risk Control

(Millions of Yen)

		Business year ended			Business year ended			Fluctuation
		March 31, 2002			March 31, 2003
		(As of March 31, 2002)			(As of March 31, 2003)
Receivables from obligors who are under collapse of management			5,501			78			-5,422
Receivables in delay			14,743			9,561			-5,182
Receivables in arrears for three months or more			742			692			-50
Receivables to which eased loan conditions were granted			12,915			21,866			8,951
	Total		33,903			32,199			-1,703
Ratio to loan balance			4.4	%		4.4	%		—
Loan balance (for reference)			764,426			727,462			-36,963

Note:	Each of the receivables mean as follows:
(1)	Receivables from obligors who are under collapse of management:
	Receivables from obligors who are under collapse of management mean loans receivables which fall under any of the events as listed in Article 96, Section 1, Item 3 (i) through (v) or as stipulated in Article 96, Section 1, Item 4 of the Enforcement Regulations of the Corporate Income Tax Law (Government Ordinance No. 97 of 1965) among loans receivables with respect to which accrued interest is not stated because it is impossible to expect collection or payment of principal or interest due to the fact that the payment of principal or interest has not been rendered during a substantial period or for any other reasons.
(2)	Receivables in delay:
	Receivables in delay mean loans receivables other than those from obligors who are under collapse of management and those with respect to which interest payment has been exempted at the discretion of the obligors for the purpose of reconstructing or assisting in obligors.
(3)	Receivables in arrears for three months or more:
	Receivables in arrears for three months or more mean loans receivable concerning which payment of principal or interest is in arrears for three months or more from the day next following the stated payment date and which do not fall under receivables from obligors who are under collapse of management or receivables in arrears.
(4)	Receivables to which eased loan conditions were granted:
	Receivables to which eased loan conditions were granted mean loans receivable concerning which such arrangements as will be favorable to obligors including reduction or exemption of interest, postponement of interest payment or grant of grace period for the principal, abandonment of debts or others have been made, and which do not fall under receivables from obligors who are under collapse of management, receivables in delay or receivables in arrears for three months or more.

- End -

6. [Translation in English]

June 27, 2003

To Shareholders:

Notice of Resolutions of the 86th Ordinary General Meeting of Shareholders

Dear Sirs:

     This is to notify you that the following matters were reported and resolved at the 86th Ordinary General Meeting of Shareholders held today.

Yours faithfully,

Mitsui Sumitomo Insurance Co., Ltd.
(the “Company”)
27-2, Shinkawa 2-chome
Chuo-ku, Tokyo

By:   Hiroyuki Uemura
          President and Director

Particulars

Matters reported:

Business Report, Balance Sheet and Income Statement for the 86th fiscal year (from April 1, 2002 to March 31, 2003) of the Company

The contents of the above financial statements were reported.

Matters resolved:

First Item:	Approval of Proposed Appropriation of Retained Earnings for the 86th fiscal year This item was approved and resolved as originally proposed. (Dividend is ¥7.50 per share.)
Second Item:	Acquisition of treasury stock This item was approved and resolved as originally proposed.
Third Item:	Partial amendments to the Articles of Incorporation This item was approved and resolved as originally proposed. Details of amendments are as follows:

(Parts proposed to be amended are underlined.)

Before amendments	After amendments
(To be newly established)	(Request to the Company for selling shares constituting less than one unit (1tan-gen))
	Article 7.
	A shareholder holding shares constituting less than one unit (1tan-gen) of the Company (including substantial shareholder, the same shall be applied hereinafter) may request the Company to sell specified numbers of shares which shall become one unit (1tan-gen) of shares if combined with the number of the shares constituting less than one unit (1tan-gen) already held by such shareholder.
Article 7. (Provision intentionally omitted)	Article 8. (Same as Article 7. of the current Articles of Incorporation)
(Transfer Agent)	(Transfer Agent)
Article 8.	Article 9.
1 (Provision intentionally omitted)	1 (Same as Section 1, Article 8. of the current Articles of Incorporation)
2 (Provision intentionally omitted)	2 (Same as Section 2, Article 8. of the current Articles of Incorporation)
3 The register of shareholders (including the register of substantial shareholders; the same shall be applied hereinafter) of the Company shall be kept at the office of the transfer agent. The registration of transfer of shares, purchase of shares constituting less than one unit (1tan-gen) and other matters concerning shares shall be handled by the transfer agent instead of by the Company	3 The register of shareholders (including the register of substantial shareholders; the same shall be applied hereinafter)and the register of lost share certificates of the Company shall be kept at the office of the transfer agent. The registration of transfer of shares, purchase of shares constituting less than one unit (1tan-gen)and sale of shares constituting less than one unit (1tan-gen) by the Company, and other matters concerning shares shall be handled by the transfer agent instead of by the Company.
(Share Handling Regulations)	(Share Handling Regulations)
Article 9.	Article 10.
The procedures, fees, etc. concerning registration of transfer of shares, purchase of shares constituting less than one unit (1tan-gen) and other matters relating to the shares of the Company and the fees therefor shall be governed by the Share Handling Regulations prescribed by the Board of Directors	The procedures, fees, etc. concerning registration of transfer of shares, purchase of shares constituting less than one unit (1tan-gen) and sale of shares constituting less than one unit (1tan-gen) by the Company, and other matters relating to the shares of the Company and the fees therefor shall be governed by the Share Handling Regulations prescribed by the Board of Directors.
(Record Date) Article 10.	(Record Date) Article 11.
1 The Company shall regard the shareholders(including the substantial shareholders; the same shall be applied hereinafter) whose names are entered or recorded in the last shareholders’ register as of 31st March of each year as the shareholders entitled to voting rights at the ordinary general meeting of shareholders concerning the relevant business year	1 The Company shall regard the shareholders whose names are entered or recorded in the last shareholders’ register as of 31st March of each year as the shareholders entitled to voting rights at the ordinary general meeting of shareholders concerning the relevant business year.
2 (Provisions intentionally omitted)	2 (Same as Section 2 of Article 10. of the current Articles of Incorporation)

Before amendments	After amendments
Article 11. — Article 12. (Provisions intentionally omitted)	Article 12. — Article 13. (Same as Article 11. — Article 12. of the current Articles of Incorporation)
(Manner of Adopting Resolution)	(Manner of Adopting Resolution)
Article 13.	Article 14.
1 Unless otherwise prescribed by laws or ordinances, resolutions at a general meeting shall be adopted by a majority of the voting rights of the shareholders present	1 Unless otherwise prescribed by laws or ordinances or these Articles of Incorporation, resolutions at a general meeting shall be adopted by a majority of the voting rights of the shareholders present.
(To be newly established)	2 Special resolutions provided in Article 343 of the Commercial Code shall be adopted by an affirmative vote of two-thirds (2/3) or more of the voting rights of shareholders present at the general meeting of shareholders at which the quorum shall be one-third (1/3) or more of the voting rights owned by all shareholders.
2 (Provisions intentionally omitted)	3 (Same as Section 2, Article 13. of the current Articles of Incorporation)
Article 14. — Article 37. (Provisions omitted)	Article 15. — Article 38. (Same as Article 14. — Article 37. of the current Articles of Incorporation)
Supplement	Supplement
Notwithstanding the provision of Article 28, the term of office of Corporate Auditors who are in office before the close of the ordinary general meeting of shareholders held with respect to the settlement of accounts for the first settlement term after May 1st, 2002 shall expire at the close of the ordinary general meeting of shareholders held with respect to the settlement of accounts for the final settlement term ended within three (3) years following their assumption of office	Notwithstanding the provision of Article 29, the term of office of Corporate Auditors who are in office before the close of the ordinary general meeting of shareholders held with respect to the settlement of accounts for the first settlement term after May 1st, 2002 shall expire at the close of the ordinary general meeting of shareholders held with respect to the settlement of accounts for the final settlement term ended within three (3) years following their assumption of office.
This Supplement shall be deleted upon resignation of all Corporate Auditors prescribed in this Supplement	This Supplement shall be deleted upon resignation of all Corporate Auditors prescribed in this Supplement.

Fourth Item:	Comprehensive transfer of insurance policies from Mitsui Seimei General Insurance Co., Ltd. This item was approved and resolved as originally proposed. The Company will receive all insurance policies owned by Mitsui Seimei General Insurance Co., Ltd. through the comprehensive transfer from the said company as of November 1, 2003.
Fifth Item:	Election of fourteen (14) Directors With respect to this item, each of Messrs. Takeo Inokuchi, Hiroyuki Uemura, Takeshi Kurioka, Sanpei Nozaki, Yoshiaki Shin, Atsushi Watamura, Ken Ebina, Tadao Iso, Yasuo Tsutsumi, Takashi Yamashita, Susumu Uchida, Hiromi Asano, Kazuo Kodo and Katsuaki Ikeda was elected and assumed the office of Director as originally proposed.
Sixth Item:	Election of three (3) Corporate Auditors With respect to this item, each of Messrs. Yasuo Ogura, Masaki Kitano and Junichiro Tanaka was elected and assumed the office of Corporate Auditor as originally proposed.
	Mr. Junichiro Tanaka is an outside Corporate Auditor prescribed in Section 1, Article 18 of the Commercial Code Special Measures Law concerning Audit, etc. of Joint-Stock Companies (Kabushiki Kaisha)
Seventh Item:	Appointment of one (1) Independent Certified Public Accountant With respect to this item, AZSA & Co. was elected and assumed the post of the Company’s certified public accountant as originally proposed.
Eighth Item:	Presentation of retirement grants to retired Directors and Corporate Auditors for their services This item was approved and resolved as originally proposed. Retirement grants to each of retired Director, Messrs. Mutsuo Hayashi, Takashi Kawahara and Takazumi Kanai, and each of retired Corporate Auditors, Messrs. Satoru Ono, Shutaro Kubo and Kenichi Kamiya, be paid in appreciation of their valuable services to the Company during their respective terms of the office within reasonable amounts based on the specified standards of the Company; and that determination of the amounts, the date of presentation and the procedures therefor be entrusted to the Board of Directors in the case of retired Directors and entrusted to the determination among Corporate Auditors in the case of retired Corporate Auditors.

- End -

New Executive Officers System (As of June 27, 2003):

Takeo Inokuchi	Chairman & Director Co-Chief Executive Officer	Tsutomu Nagamasa	Executive Officer
Hiroyuki Uemura	President & Director Co-Chief Executive Officer	Kumio Ohisa	Executive Officer
Takeshi Kurioka	Senior Managing Director Senior Executive Officer	Minoru Shoda	Executive Officer
Norio Kobayashi	Senior Executive Officer	Norio Misaka	Executive Officer
Sanpei Nozaki	Senior Managing Director Senior Executive Officer	Kazuo Araya	Executive Officer
Yoshiaki Shin	Senior Managing Director Senior Executive Officer	Koichi Kubota	Executive Officer
Hideaki Aida	Senior Executive Officer	Ichiro Iijima	Executive Officer
Atsushi Watamura	Managing Director Managing Executive Officer	Shunji Abo	Executive Officer
Kenichi Enami	Managing Executive Officer	Kazuo Kondo	Director Executive Officer
Ken Ebina	Managing Director Managing Executive Officer	Hitoshi Matsuno	Executive Officer
Yoshihiko Mikuni	Managing Executive Officer	Hiroaki Shiraki	Executive Officer
Tadao Iso	Managing Director Managing Executive Officer	Isamu Endo	Executive Officer
Tetsuo Kondo	Managing Executive Officer	Yoshio Iijima	Executive Officer
Kazuo Yamada	Managing Executive Officer	Katsuaki Ikeda	Director Executive Officer
Yasuo Tsutsumi	Managing Director Managing Executive Officer	Hisao Mitsubori	Executive Officer
Takashi Yamashita	Managing Director Managing Executive Officer	Hideharu Nishida	Executive Officer
Susumu Uchida	Managing Director Managing Executive Officer	Kazuho Tanaka	Standing Corporate Auditor (Full-time)
Nobuyuki Hidaka	Managing Executive Officer	Yuji Nishiyama	Standing Corporate Auditor
Toshiaki Egashira	Managing Executive Officer	Yasuo Ogura	(Full-time) Standing Corporate Auditor
Koji Yoshida	Executive Officer	Masaki Kitano	(Full-time) Standing Corporate Auditor
Toshihiro Nakagawa	Executive Officer	Akira Nishioka	(Full-time) Corporate Auditor
Hiromi Asano	Director Executive Officer	Junichiro Tanaka	Corporate Auditor

The Payment of the Dividend

     The Company shall pay a dividend of ¥7.50 per share for the 86th fiscal year, and you are cordially requested to receive it as follows:

1.	In the case of a designation of transfer to a bank account If you have designated a bank account transfer of a dividend, both the “Statement of Dividends to Shareholders” and the “With Respect to the Bank Account that Dividends will be Paid” are enclosed herewith and thus please confirm them.
2.	In the case of no designation of transfer to a bank account

(1)	If you have not designated a bank account transfer of a dividend, the “Notice of Payment by Postal Transfer” is enclosed herewith. Please confirm the statement on the reverse side of the notice and receive the dividend within the payment period (from June 30, 2003 to July 31, 2003) at the nearest post office.
(2)	The amount of the “Notice of Payment by Postal Transfer” is limited to ¥300,000 or less per notice by law. In the event that the dividend which you will receive is more than ¥300,000, please accept more than one copy of the “Notice of Payment by Postal Transfer” enclosed herewith.
(3)	With respect to a dividend to shareholders hereinafter, if you request to receive it by transfer to a bank account instead of by the “Notice of Payment by Postal Transfer”, please follow the necessary procedures by filling the required form to designate the transfer of dividend.

Pursuant to the “Law regarding the Partial Amendments to the Commercial Code, etc. of Japan” (Law No. 44, 2002) and the resolution of the 86th Ordinary General Meeting of Shareholders, a shareholder holding shares constituting less than one unit (1tan-gen) (shares constituting less than 1,000 shares) of the Company may request the Company to sell specified numbers of shares which shall become one unit (1tan-gen) of shares if combined with the number of the shares constituting less than one unit (1tan-gen) already held by such shareholder. Any inquiries as to the procedures for the request stated above should be made to The Sumitomo Trust and Banking Co., Ltd., a transfer agent of the Company. In the event that the Central Securities Custody and Book-Entry Transfer System is utilized, please contact the securities company with which you have transacted.

Transfer Agent:	Nikko-cho 1-10, Fuchu-shi, Tokyo 183-8701, Japan
Contact Address:	Stock Transfer Agency Dept. The Sumitomo Trust and Banking Co., Ltd.
Free Dial:	0120-176-417

Publication of Balance Sheet and Statement of Income on the Homepage

     The Company hereby announces that pursuant to the provisions of Section 3, Article 16 of the “Law Concerning Special Exceptions to the Commercial Code Concerning Audit, etc. of Joint-Stock Companies (Kabushiki Kaisha)” and the resolution of the meeting of the Board of Directors held on May 19, 2003, it has determined to make the balance sheet and statement of income available online on its homepage on the Internet instead of providing public notice for the settlement of accounts by publication inNihon Keizai Shimbun. The homepage URL is as follows.

http://www.ms-ins.com/ir/bs_pl/index.html